Loading...
HomeMy WebLinkAbout2025-09-29 City Council Agenda PacketCITY COUNCIL Special Meeting Monday, September 29, 2025 Council Chambers & Hybrid 5:30 PM Amended Agenda Amended agenda items appear below in RED   Palo Alto City Council meetings will be held as “hybrid” meetings with the option to attend by teleconference or in person. Information on how the public may observe and participate in the meeting is located at the end of the agenda. The meeting will be broadcast on Cable TV Channel 26, live on YouTube https://www.youtube.com/c/cityofpaloalto, and streamed to Midpen Media Center https://midpenmedia.org. VIRTUAL PARTICIPATION CLICK HERE TO JOIN (https://cityofpaloalto.zoom.us/j/362027238) Meeting ID: 362 027 238 Phone:1(669)900-6833   PUBLIC COMMENTS General Public Comment for items not on the agenda will be accepted in person for up to three minutes or an amount of time determined by the Chair. General public comment will be heard for 30 minutes. Additional public comments, if any, will be heard at the end of the agenda. Public comments for agendized items will be accepted both in person and via Zoom for up to three minutes or an amount of time determined by the Chair. Requests to speak will be taken until 5 minutes after the staff’s presentation or as determined by the Chair. Written public comments can be submitted in advance to city.council@PaloAlto.gov and will be provided to the Council and available for inspection on the City’s website. Please clearly indicate which agenda item you are referencing in your subject line. PowerPoints, videos, or other media to be presented during public comment are accepted only by email to city.clerk@PaloAlto.gov at least 24 hours prior to the meeting. Once received, the Clerk will have them shared at public comment for the specified item. To uphold strong cybersecurity management practices, USB’s or other physical electronic storage devices are not accepted. Signs and symbolic materials less than 2 feet by 3 feet are permitted provided that: (1) sticks, posts, poles or similar/other type of handle objects are strictly prohibited; (2) the items do not create a facility, fire, or safety hazard; and (3) persons with such items remain seated when displaying them and must not raise the items above shoulder level, obstruct the view or passage of other attendees, or otherwise disturb the business of the meeting. TIME ESTIMATES Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public.  1 September 29, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. CALL TO ORDER   SPECIAL ORDERS OF THE DAY (5:30 - 5:40 PM)   1.Proclamation Honoring Nara Cammack for her effort in proposing and advancing a Bike Safety Park project in the City of Palo Alto 2.Proclamation Recognizing September 2025 as Suicide Prevention Awareness Month AGENDA CHANGES, ADDITIONS AND DELETIONS   PUBLIC COMMENT (5:40 - 6:10 PM) Members of the public may speak in-person ONLY to any item NOT on the agenda. 1-3 minutes depending on number of speakers. Public Comment is limited to 30 minutes. Additional public comments, if any, will be heard at the end of the agenda. COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:10 - 6:25 PM) Members of the public may not speak to the item(s).   STUDY SESSION (6:25 - 7:25 PM)   3.Impacts of H.R.1 on Santa Clara County Region Supplemental Report Added   CONSENT CALENDAR (7:25 - 7:30 PM) Items will be voted in one motion unless removed from the calendar by three Council Members.   4.Approval of Minutes from September 8 and September 15, 2025 Meetings 5.PUBLIC HEARING / QUASI-JUDICIAL. 70 Encina Avenue [25PLN-00034]: Request for Approval of a Tentative Map to Merge Two Lots and Allow for a Condominium Subdivision to Create 10 Units on the Resulting 12,119-Square-Foot Parcel. The Subdivision Map Would Facilitate Construction of Ten New Residential Units in One Building, which was previously approved on April 14, 2025 (24PLN-00095). CEQA Status: Exempt from the Provisions of the California Environmental Quality Act (CEQA) in Accordance with CEQA Guidelines Section 15183 (Comprehensive Plan Consistency). Zoning District: PC-5654. 6.Approval of FY 2026 Architectural Review Board, Historic Resources Board, Planning and Transportation Commission, and Utilities Advisory Commission Work Plans; CEQA status  2 September 29, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. – not a project 7.Adoption of a Resolution for the County of Santa Clara Historic Heritage Grant Application for the Restoration of the Roth Building Frescoes (Phase II); CEQA Status- categorically exempt. 8.Authorization to Execute an Amendment to Legal Services Contract S25194587 with Atkinson Andelson Loya Ruud & Romo to Increase Amount by $100,000 for Total Not-to- Exceed Amount of $185,000; CEQA Status – Not a Project. 9.Approval of General Service Contract No. C26194249 with Orion Security for Security Services at the Municipal Service Center and the Regional Water Quality Control Plant in an Amount Not-To-Exceed $1,448,260 for a Period of Five Years; CEQA Status – Categorically Exempt under Section 15301 10.Approval of Professional Services Agreement C26195459 with Project Safety Net, Inc. in an amount not-to-exceed $300,000 to Provide Youth Mental Health and Suicide Prevention Support for a term ending June 30, 2028; CEQA Status – Not a Project. 11.Authorization to Execute Amendment to Legal Services Contract S24190674 with Jeffrey Oneal dba Rankin Oneal to Increase Amount by $85,000 for Total Not-to-Exceed Amount of $170,000; CEQA Status – Not a Project. 12.The City Schools Liaison Committee Recommends Approval of Professional Services Contract Number C26195844 with the JED Foundation for a Not-to-Exceed Amount of $149,000 for Technical Assistance, Evaluation, and Support Regarding Youth and Young Adult Mental Health Programs for a Period of Two Years; CEQA Status - Not a Project Supplemental Report Added 13.SECOND READING: Ordinance of the Council of the City of Palo Alto Amending the Fiscal Year 2026 Municipal Fee Schedule to Amend and Remove Various Fees (FIRST READING: September 8,2025 PASSED: 7-0) 14.SECOND READING: Ordinance Amending PAMC Chapter 10.56 (Special Speed Zones) to Update Speed Limit Studies for 22 Streets and Decrease the Speed Limit for a Portion of Deer Creek Road (FIRST READING: September 8,2025 PASSED: 7-0) 15.SECOND READING: Ordinance Amending Chapter 16.64 (Development Fee and In-Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Municipal Code to Reflect Changes in Law (FIRST READING: September 8,2025 PASSED: 7-0)  3 September 29, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. 16.SECOND READING: Adoption of Four Ordinances, as Recommended by the Retails Committee to Amend and Reorganize Stormwater and Wastewater Management Requirements by Amending PAMC Chapter 16.09 (Sewer Use Ordinance), Amending Chapter 16.11 (Stormwater Pollution Prevention), Adding New Chapter 16.13 (Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease), and Adding New Chapter 16.66 (Hauled Liquid Waste). (FIRST READING: September 8, 2025, PASSED 7-0) AA1.Approve Purchase Order C26195416 with Carahsoft, Utilizing a General Services Administration Blanket Purchase Agreement, to Procure SAP S/4 HANA Suite of Products and Corresponding Software and Hosting Services for a 5-Year Term for a Not-To-Exceed Amount of $6,640,429; and Approve a Budget Amendment in the Technology Fund as Recommended by Finance Committee; CEQA Status - Not a Project New Item Added CITY MANAGER COMMENTS (7:30 - 7:45 PM)   BREAK (15 MINUTES) CLOSED SESSION (8:00 - 10:30 PM)   17.CONFERENCE WITH CITY ATTORNEY-POTENTIAL LITIGATION Subject: Potential litigation regarding 156 North California Avenue, as set forth in letter(s) from Holland & Knight LLP dated September 3, 2025 Authority: Government Code Section 54956.9(d)(2); One case, as Defendant.   AA2.CONFERENCE WITH CITY ATTORNEY-POTENTIAL LITIGATION Subject: Petition for Redistribution of Local Tax with California Department of Tax and Fee Administration Authority: Government Code Section 54956.9(d)(2) One Case, as Petitioner New Item Added   AA3.CONFERENCE WITH CITY ATTORNEY-POTENTIAL LITIGATION Subject: Initiation of Litigation in three Cases: A. City of Fresno et al. v. Turner et al., United States District Court, Northern District of California, Case No. 3:25-cv-07070; and B. King County et al. v. Turner et al., United States District Court, Western  4 September 29, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. District of Washington, Case No. 2:25-cv-00814; and C. Anticipated litigation not yet filed against Federal Government Authority: Government Code Section 54956.9(d)(4) Three Cases, as Plaintiff New Item Added   18.Public Employee Performance Evaluations Cal. Gov. Code section 54957 (b)1 City Manager, City Attorney, City Clerk, City Auditor   ADJOURNMENT INFORMATION REPORTS Information reports are provided for informational purposes only to the Council and the public but are not listed for action or discussion during this meeting’s agenda.   A.City of Palo Alto Monthly Investment Report August 2025 (Unaudited) OTHER INFORMATION Standing Committee Meetings this week     Climate Action & Sustainability Committee October 3, 2025  CANCELED Public Comment Letters Schedule of Meetings   AMENDED AGENDA ITEMS   3.Impacts of H.R.1 on Santa Clara County Region Supplemental Report Added   12.The City Schools Liaison Committee Recommends Approval of Professional Services Contract Number C26195844 with the JED Foundation for a Not-to-Exceed Amount of $149,000 for Technical Assistance, Evaluation, and Support Regarding Youth and Young Adult Mental Health Programs for a Period of Two Years; CEQA Status - Not a Project Supplemental Report Added    5 September 29, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. AA1.Approve Purchase Order C26195416 with Carahsoft, Utilizing a General Services Administration Blanket Purchase Agreement, to Procure SAP S/4 HANA Suite of Products and Corresponding Software and Hosting Services for a 5-Year Term for a Not-To-Exceed Amount of $6,640,429; and Approve a Budget Amendment in the Technology Fund as Recommended by Finance Committee; CEQA Status - Not a Project New Item Added   AA2.CONFERENCE WITH CITY ATTORNEY-POTENTIAL LITIGATION Subject: Petition for Redistribution of Local Tax with California Department of Tax and Fee Administration Authority: Government Code Section 54956.9(d)(2) One Case, as Petitioner New Item Added   AA3.CONFERENCE WITH CITY ATTORNEY-POTENTIAL LITIGATION Subject: Initiation of Litigation in three Cases: A. City of Fresno et al. v. Turner et al., United States District Court, Northern District of California, Case No. 3:25-cv-07070; and B. King County et al. v. Turner et al., United States District Court, Western District of Washington, Case No. 2:25-cv-00814; and C. Anticipated litigation not yet filed against Federal Government Authority: Government Code Section 54956.9(d)(4) Three Cases, as Plaintiff New Item Added   PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1.Written public comments may be submitted by email to city.council@PaloAlto.gov. 2.For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3.Spoken public comments for agendized items using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom-based meeting. Please read the following instructions carefully.  6 September 29, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. ◦You may download the Zoom client or connect to the meeting in- browser. If using your browser, make sure you are using a current, up-to-date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. ◦You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. ◦When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. ◦When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4.Spoken public comments for agendized items using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN Meeting ID: 362-027-238 Phone: 1-669-900-6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329-2550 (voice) or by emailing ada@PaloAlto.gov. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service.   California Government Code §84308, commonly referred to as the "Levine Act," prohibits an elected official of a local government agency from participating in a proceeding involving a license, permit, or other entitlement for use if the official received a campaign contribution exceeding $500 from a party or participant, including their agents, to the proceeding within the last 12 months. A “license, permit, or other entitlement for use” includes most land use and planning approvals and the approval of contracts that are not subject to lowest responsible bid procedures and have a value over $50,000. A “party” is a person who files an application for, or is the subject of, a proceeding involving a license, permit, or other entitlement for use. A “participant” is a person who actively supports or opposes a particular decision in a proceeding involving a license, permit, or other entitlement for use, and has a financial interest in the decision. The Levine Act incorporates the definition of “financial interest” in the Political Reform Act, which encompasses interests in business entities, real property, sources of income, sources of gifts, and personal finances that may be affected by the Council’s actions. If you qualify as a “party” or “participant” to a proceeding, and you have made a campaign contribution to a Council Member exceeding $500 made within the last 12 months, you must disclose the campaign contribution before making your comments.  7 September 29, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.paloalto.gov/agendas. City Council Staff Report Report Type: SPECIAL ORDERS OF THE DAY Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2506-4812 TITLE Proclamation Honoring Nara Cammack for her effort in proposing and advancing a Bike Safety Park project in the City of Palo Alto ATTACHMENTS Attachment A: Proclamation Honoring Nara Cammack APPROVED BY: Mahealani Ah Yun, City Clerk Item 1 Item 1 Staff Report        Item 1: Staff Report Pg. 1  Packet Pg. 8 of 436  HONORING NARA CAMMACK WHEREAS, Nara Cammack, a June 2025 graduate of Gunn High School, has demonstrated exceptional leadership and community spirit through her vision and dedication in proposing and advancing a Traffic Garden/Bike Safety Park project in the City of Palo Alto; and WHEREAS, the Bike Safety Park, approximately the size of two basketball courts, provides a safe delineated track to teach bicycle safety and traffic rules. While particularly valuable for children learning to ride, it serves as a resource for residents of all ages; and WHEREAS, as part of her community service initiative, Nara collaborated closely with City staff from Transportation, Community Services, and Public Works Departments, as well as representatives from Palo Alto Community Child Care (PACCC). Together they identified the Ventura Community Center as a fitting location, and the project received broad support from all parties; and WHEREAS, in addition to navigating the City's review process, Nara raised funds, engaged the community, and presented to the Parks and Recreation Commission in June 2024; and WHEREAS, PTA/PAUSD/City Safe Routes to School Partnership also welcomed the project through a presentation to the City School Transportation Safety Committee, recognizing its value in strengthening immersive K-12 bicycle safety education; and WHEREAS, the Bike Safety Park, the first of its kind in the Bay Area, was successfully installed on September 15, 2025, providing a lasting resource that promotes safety, sustainability, and healthy lifestyles in Palo Alto. NOW, THEREFORE I, Ed Lauing, Mayor of the City of Palo Alto, on behalf of the entire City Council, do hereby commend Nara Cammack for her outstanding initiative, perseverance, and commitment to her community. Her leadership serves as an inspiring example of civic engagement for Palo Alto’s youth and residents alike. Presented: September 29, 2025 ______________________________ Ed Lauing Mayor Proclamation Item 1 Attachment A - Proclamation Honoring Nara Cammack        Item 1: Staff Report Pg. 2  Packet Pg. 9 of 436  City Council Staff Report Report Type: SPECIAL ORDERS OF THE DAY Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2509-5237 TITLE Proclamation Recognizing September 2025 as Suicide Prevention Awareness Month ATTACHMENTS Attachment A: Proclamation Recognizing Suicide Prevention Awareness Month APPROVED BY: Mahealani Ah Yun, City Clerk Item 2 Item 2 Staff Report        Item 2: Staff Report Pg. 1  Packet Pg. 10 of 436  SUICIDE PREVENTION AWARENESS MONTH September 2025 WHEREAS, recognizing Suicide Prevention Awareness Month honors the memory of those who have lost their lives to suicide and uplifts mental health as a topic that should be discussed openly and without fear of judgment or stigma, ensuring that everyone experiencing a mental health crisis can receive support; and WHEREAS, the Palo Alto City Council recognizes death by suicide as a public health problem and suicide prevention as a community responsibility; and WHEREAS, suicide prevention efforts should be developed and encouraged to the maximum extent possible. As of May 2023, every city in Santa Clara County has formally adopted a city suicide prevention policy, increasing collaborative efforts with the County’s Suicide Prevention Program, helping bring awareness to this important issue, and saving lives; and WHEREAS, locally we have many resources, including Project Safety Net, a collaborative community network united by a common mission in fostering youth well-being in Palo Alto, which was established in 2009. Project Safety Net coalition partners are collectively dedicated to reducing the frequency of suicide attempts and the pain of survivors by promoting and providing mental health services, outreach and education, policy advocacy, and program evaluation; and WHEREAS, the American Foundation for Suicide Prevention recognizes the entire month of September as National Suicide Prevention Month, and September 10th is recognized as World Suicide Prevention Day, established in 2003 by the International Association for Suicide Prevention in conjunction with the World Health Organization. NOW, THEREFORE, I, Ed Lauing, Mayor of the City of Palo Alto, on behalf of the entire City Council, do hereby proclaim the month of September 2025 as Suicide Prevention Awareness Month. Presented: September 29, 2025 ______________________________ Ed Lauing Mayor Proclamation Item 2 Attachment A - Proclamation Recognizing Suicide Prevention Awareness Month        Item 2: Staff Report Pg. 2  Packet Pg. 11 of 436  City Council Staff Report Report Type: STUDY SESSION Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2509-5235 TITLE Impacts of H.R.1 on Santa Clara County Region There is no staff report for this study session item. The agenda materials that were shared at the Santa Clara County Board of Supervisor’s 8/7/25 item on this topic may be found here: https://sccgov.iqm2.com/Citizens/Detail_Meeting.aspx?ID=17359. A presentation from Santa Clara County staff will be published as a late packet report on September 25, 2025. Item 3 Item 3 Staff Report        Item 3: Staff Report Pg. 1  Packet Pg. 12 of 436  City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2509-5207 TITLE Approval of Minutes from September 8 and September 15, 2025 Meetings RECOMMENDATION Staff recommends that the City Council review and approve the minutes. ATTACHMENTS Attachment A: September 8, 2025 Draft Action Minutes Attachment B: September 15, 2025 Draft Action Minutes APPROVED BY: Mahealani Ah Yun, City Clerk Item 4 Item 4 Staff Report        Item 4: Staff Report Pg. 1  Packet Pg. 13 of 436  CITY COUNCIL DRAFT ACTION MINUTES Page 1 of 6 Regular Meeting September 8, 2025 The City Council of the City of Palo Alto met on this date in the Council Chambers and by virtual teleconference at 5:30 P.M. Present In Person: Burt, Lauing, Lu, Lythcott-Haims, Reckdahl, Stone, Veenker Present Remotely: Absent: Agenda Changes, Additions and Deletions Public Comment Council Member Questions, Comments and Announcements Study Session 1. 414 California Avenue [25PLN-00140]. Request for Council Prescreening to Rezone the Subject Property from Community Commercial (2) (CC[2]) to Planned Community/Planned Home Zoning and to Allow Construction of a Mixed-Use Building with 37 Units in a Six-Story Structure on a 16,231-Square-Foot (0.37 Acre) Site. CEQA Status: Not a Project. Item Removed Off Agenda (Rescheduled for September 15, 2025 City Council Meeting) 2. San Francisquito Creek Joint Powers Authority Update on Reach 2 Flood Control Project NO ACTION Item 4 Attachment A - September 8, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 2  Packet Pg. 14 of 436  DRAFT ACTION MINUTES Page 2 of 6 City Council Meeting Draft Action Minutes: 09/08/2025 Consent Calendar MOTION: Councilmember Reckdahl moved, seconded by Councilmember Lu to approve Agenda Item Numbers 3-17. MOTION PASSED: 7-0 3. Approval of Minutes from August 11 and August 18, 2025 Meetings 4. Adoption of an Ordinance Amending the Fiscal Year 2026 Municipal Fee Schedule to Reflect Council-Directed Changes to Existing Fees and Add a New Subsidized Fee for Stand-Alone Residential Gas, Water and Space Heating Equipment Permits. CEQA Status: Not a Project 5. Approval of Construction Contract No. C26195620 with Public Restroom Company in the Amount Not-to-Exceed $412,940 and Authorization for the City Manager or Their Designee to Negotiate and Execute Change Orders Up to a Not-to-Exceed Amount of $41,294 to Provide and Install a Modular Restroom Building at Mitchell Park for the Park Restroom Installation Capital Improvement Program Project (PG-19000); CEQA status – exempt under CEQA Guidelines Section 15303 6. Approve Amendment #1 of the Memorandum of Agreement (MOA) with the California Alternate Energy and Advanced Transportation Financing Authority (CAEATFA), to Extend the Term of the Agreement from Two Years to Five Years, to Continue to Enable the Residents of Palo Alto to Participate in the GoGreen Home Energy Financing Program. 7. Authorization to Execute Amendment to Legal Services Contract S26195198 with Colantuono Highsmith & Whatley PC to Increase Amount by $205,000 for Total Not-to- Exceed Amount of $255,000; CEQA Status – Not a Project. 8. Adoption of an Emergency Ordinance Amending Palo Alto Municipal Code Chapters 16.04 (California Building Code, California Code of Regulations, Title 24, Part 2, Volumes 1 & 2), 16.05 (California Mechanical Code, California Code of Regulations, Title 24, Part 4), and 16.14 (California Green Building Standards Code, California Code of Regulations, Title 24, Part 11) to Make Non-Substantive Changes Addressing Comments from the California Building Standards Commission. CEQA Status: Exempt Pursuant to CEQA Guidelines Sections 15061(b)(3) and 15308. 9. Approval of the Purchasing Card Audit and Extension Deadline for Two FY2024 Audit Project Task Orders and Amendment of the FY2024 and FY2025 Task Order Budgets to Realign the Authorized Budgets with a Net Zero Impact, as Recommended by the Policy & Services Committee; CEQA – Not a Project Item 4 Attachment A - September 8, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 3  Packet Pg. 15 of 436  DRAFT ACTION MINUTES Page 3 of 6 City Council Meeting Draft Action Minutes: 09/08/2025 10. Approve Purchase Order S26195255 with Dasher Technologies, Utilizing a State of California Blanket Purchase Agreement, to Procure Rubrik Data Backup and Security Solution for a 3-Year Term for a Not-To-Exceed Amount of $106,933; CEQA Status - Not a Project. 11. Approval of Professional Service Contract Number C26195633 with H.T. Harvey & Associates in an Amount Not to Exceed $195,004 for Services to Manage a Wetland Remedial Mitigation Plan for a Period of 2 Years. CEQA Status – Categorically Exempt. 12. FIRST READ: Adopt an Ordinance Amending PAMC Chapter 10.56 (Special Speed Zones) to Update Speed Limit Studies for 22 Streets and Decrease the Speed Limit for a Portion of Deer Creek Road; and Approve the 2024 Traffic Survey; CEQA status – categorically exempt. 13. FIRST READING: Adoption of an Ordinance Amending Chapter 16.64 (Development Fee and In-Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Municipal Code to Reflect Changes in Law. CEQA Status – Exempt under CEQA Guidelines Section 15061(b)(3). 14. SECOND READING: Ordinance Adopting the 2025 Fire Hazard Severity Zone Map Issued by the State Fire Marshal (FIRST READING: August 11, 2025 PASSED 6-0-1, Lythcott- Haims Absent) 15. SECOND READING: Ordinance Adding Use of Council Chambers Fees to the FY 2026 Municipal Fee Schedule (FIRST READING: August 11, 2025 PASSED 6-0-1, Lythcott-Haims absent) 16. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Chapter 2.21 (Architectural Review Board) and Chapter 2.25 (Parks and Recreation Commission) of the Palo Alto Municipal Code to Amend Procedures for Electing a Chair and Vice Chair (FIRST READING: August 11, 2025, PASSED 6-0-1, Lythcott-Haims Absent) 17. SECOND READING: Ordinance of the Council of the City of Palo Alto Restating Procedures for Expedited Permitting Processing for Electric Vehicle Charging Systems (FIRST READING: August 11, 2025 PASSED 6-0-1, Lythcott-Haims Absent) City Manager Comments Ed Shikada, City Manager Item 4 Attachment A - September 8, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 4  Packet Pg. 16 of 436  DRAFT ACTION MINUTES Page 4 of 6 City Council Meeting Draft Action Minutes: 09/08/2025 Action Items 18. Discuss the FY 2026 budget amendments to reduce General Fund appropriations by approximately $6.2 million as Recommended by the Finance Committee and Approve the FY 2026 Budget Amendments in Various Funds. CEQA Status - Not a Project. MOTION: Councilmember Burt moved, seconded by Councilmember Reckdahl to approve amendments to the Fiscal Year 2026 Budget Appropriation for various funds and various capital projects, as identified in Attachment A, Exhibit 1 and 2 with the following changes: A. Restore Reserve Officer (0.12 FTE) position in the Police Department ($15k) B. Restore Program Assistant I (1.00) position in the Community Services Department at the JMZ ($126k) C. Refer the Foothills Nature Preserve Improvements capital project (PE-21000) to the Parks and Recreation Commission and staff will return with potential adjustments as part of the FY 2026 Mid-Year Budget Review D. Apply Measure B funding towards Churchill Avenue Enhanced Bikeway capital project (PL-14000) ($2.5M) E. Retain $50k in the Baylands Levee Repair for Public Safety Access capital project (OS- 09002) F. Refer Staff to review the Railroad Grade Separation and Safety Improvements capital project (PL-17001) and return with potential adjustments as part of the FY 2026 Mid- Year Budget Review AMENDMENT SPLIT FOR THE PURPOSE OF VOTING AMENDMENT: Councilmember Stone moved, seconded by Councilmember Lythcott-Haims to restore Senior Management Analyst (1.00 FTE) position in the City Manager’s Office ($176k) AMENDMENT PASSED: 7-0 AMENDMENT: Councilmember Stone moved, seconded by Councilmember Lythcott-Haims to restore Staff Specialist (0.48 FTE) position in the Community Services Department at the JMZ ($42k) AMENDMENT PASSED: 5-2, Burt, Reckdahl no AMENDMENTS INCORPORATED INTO THE FINAL MOTION FINAL MOTION: Councilmember Burt moved, seconded by Councilmember Reckdahl to approve amendments to the Fiscal Year 2026 Budget Appropriation for various funds and Item 4 Attachment A - September 8, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 5  Packet Pg. 17 of 436  DRAFT ACTION MINUTES Page 5 of 6 City Council Meeting Draft Action Minutes: 09/08/2025 various capital projects, as identified in Attachment A, Exhibit 1 and 2 with the following changes: G. Restore Reserve Officer (0.12 FTE) position in the Police Department ($15k) H. Restore Program Assistant I (1.00) position in the Community Services Department at the JMZ ($126k) I. Refer the Foothills Nature Preserve Improvements capital project (PE-21000) to the Parks and Recreation Commission and staff will return with potential adjustments as part of the FY 2026 Mid-Year Budget Review J. Apply Measure B funding towards Churchill Avenue Enhanced Bikeway capital project (PL-14000) ($2.5M) K. Retain $50k in the Baylands Levee Repair for Public Safety Access capital project (OS- 09002) L. Refer Staff to review the Railroad Grade Separation and Safety Improvements capital project (PL-17001) and return with potential adjustments as part of the FY 2026 Mid- Year Budget Review M. Restore Senior Management Analyst (1.00 FTE) position in the City Manager’s Office ($176k) N. Restore Staff Specialist (0.48 FTE) position in the Community Services Department at the JMZ ($42k) FINAL MOTION PASSED: 7-0 19. Adoption of an Emergency Ordinance Amending Palo Alto Municipal Code (PAMC) Chapter 16.04 to Add Local Administrative Amendments Related to Certificates of Occupancy and Definitions to the 2022 California Building Code, and an Emergency Ordinance Amending PAMC Chapter 16.17 to Adopt the 2025 California Energy Code and Local Amendments Thereto. CEQA Status – Exempt Under CEQA Guidelines Section 15061(b)(3) and 15308. MOTION: Vice Mayor Veenker moved, seconded by Mayor Lauing to: 1. Adopt, by a four-fifths majority, the attached emergency ordinance (Attachment E) to incorporate administrative amendments into Palo Alto Municipal Code 16.04, which implements the California Building Code, and Item 4 Attachment A - September 8, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 6  Packet Pg. 18 of 436  DRAFT ACTION MINUTES Page 6 of 6 City Council Meeting Draft Action Minutes: 09/08/2025 2. Adopt, by a four-fifths majority, the attached emergency ordinance (Attachment F) amending PAMC Chapter 16.17 to incorporate the 2025 Edition of the California Energy Code with local amendments related to energy efficiency. MOTION PASSED: 7-0 Adjournment: The meeting was adjourned at 10:29 P.M. ATTEST: APPROVED: ____________________ ____________________ City Clerk Mayor NOTE: Action minutes are prepared in accordance with Palo Alto Municipal Code (PAMC) 2.04.160(a) and (b). Summary minutes (sense) are prepared in accordance with PAMC Section 2.04.160(c). Beginning in January 2018, in accordance with Ordinance No. 5423, the City Council found action minutes and the video/audio recordings of Council proceedings to be the official records of both Council and committee proceedings. These recordings are available on the City’s website. Item 4 Attachment A - September 8, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 7  Packet Pg. 19 of 436  CITY COUNCIL DRAFT ACTION MINUTES Page 1 of 6 Regular Meeting September 15, 2025 The City Council of the City of Palo Alto met on this date in the Council Chambers and by virtual teleconference at 5:30 P.M. Present In Person: Burt, Lauing, Lu, Lythcott-Haims, Reckdahl, Stone, Veenker Councilmember Stone arrived at 5:49 P.M. Present Remotely: Absent: Agenda Changes, Additions and Deletions Public Comment Council Member Questions, Comments and Announcements Study Session 1. 414 California Avenue [25PLN-00140]. Request for Council Prescreening to Rezone the Subject Property from Community Commercial (2) (CC[2]) to Planned Community/Planned Home Zoning and to Allow Construction of a Mixed-Use Building with 37 Units in a Six-Story Structure on a 16,231-Square-Foot (0.37 Acre) Site. CEQA Status: Not a Project. NO ACTION Consent Calendar Councilmembers Reckdahl, Burt requested to pull Agenda Item Number 9. Item 4 Attachment B - September 15, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 8  Packet Pg. 20 of 436  DRAFT ACTION MINUTES Page 2 of 6 City Council Meeting Draft Action Minutes: 09/15/2025 Councilmembers Reckdahl, Burt registered a no vote on Agenda Item Number 9. Vice Mayor Veenker recused from Agenda Item Number 9. MOTION: Councilmember Stone moved, seconded by Mayor Lauing to approve Agenda Item Numbers 2-9. MOTION PASSED ITEMS 2-8: 7-0 MOTION PASSED ITEM 9: 4-2-1, Burt, Reckdahl No, Veenker Recused 2. PUBLIC HEARING: Adoption of Voluntary Residential Electric Service Time-of-Use Rates (E-1 TOU) as Recommended by the Finance Committee; CEQA Status: Not a Project 3. Finance Committee Recommendation for City Council to Direct Staff to Follow the Reasonable-Cost Analysis Required by Proposition 26 for the Gas Cost of Service Analysis and Collaborate with the Utilities Advisory Commission to Develop Revised Gas Rate Schedules Effective January 2026, Based on Five Design Principles; CEQA – Not a Project 4. Authorization to Execute Amendment to Legal Services Agreement S25193131 with Diepenbrock Elkin Dauer McCandless to Increase Amount by $1,086,000 for Total Not- to-Exceed Amount of $1,171,000; CEQA Status – Not a Project. 5. Approval of Contract Amendment Number 1 to Contract C21177635B with Ingram Library Services in the amount of $255,000 for Print Materials and Services for a new not-to-exceed (NTE) of $455,000; and Contract Amendment Number 1 to Contract C21177635C with Midwest Tape in the amount of $53,000 for Media and Digital Materials and Services for a new not-to-exceed (NTE) of $753,000; CEQA Status – Not a Project. 6. Approval of 1) Amendment No. 8 to Contract No. C16163034A with Cumming Management Group, Inc. to Add $208,528, Increasing the Not-to-Exceed Amount to $10,683,771, for Additional Construction Management Services; 2) Professional Services Contract No. S26195542 with 4Leaf, Inc. in the Amount of $150,579 to Provide Inspector of Record Services; and 3) Amendment to the Fiscal Year 2026 Budget Appropriation for the Capital Improvement Fund to Support the New Public Safety Building Capital Improvement Program Project (PE-15001); CEQA Status - Environmental Impact Report for the New Public Safety Building and New California Avenue Area Parking Garage (Resolution No. 9772) 7. Approval of the Third Amended and Restated Purchase Order Number 4521000199 with Altec Industries, Inc., to Increase the Purchase Order Amount by $365,983 to a New Not-to-Exceed Amount of $1,073,075, including a Contingency Amount of $51,099, for the Purchase of Two 2025 Peterbilt 548 Hydraulic Digger Derricks; and Amend the FY Item 4 Attachment B - September 15, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 9  Packet Pg. 21 of 436  DRAFT ACTION MINUTES Page 3 of 6 City Council Meeting Draft Action Minutes: 09/15/2025 2026 Budget in the Vehicle Replacement and Maintenance Fund and the Electric Fund; CEQA Status – Exempt, Not a Project 8. FIRST READING: Adoption of Four Ordinances, as Recommended by the Retail Committee, to Amend and Reorganize Stormwater and Wastewater Management Requirements by Amending PAMC Chapter 16.09 (Sewer Use Ordinance), Amending Chapter 16.11 (Stormwater Pollution Prevention), Adding New Chapter 16.13 (Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease), and Adding New Chapter 16.66 (Hauled Liquid Waste); Adoption of Two Resolutions Establishing Regulations to Implement PAMC Chapters 16.11 and 16.13; Adoption of a Resolution Amending and Restating the Administrative Penalty Schedule and Civil Penalty Schedules for Certain Violations of the PAMC; CEQA Status – Exempt under CEQA Guidelines Section 15308 9. QUASI-JUDICIAL. 400 Mitchell Lane [25PLN-00006]: Recommendation From the Planning and Transportation Commission to Uphold the Director’s Decision to Approve a Conditional Use Permit Allowing a Private University Educational Use Within an Existing Building. CEQA Status: Exempt in accordance with CEQA Guidelines Section 15301 (Existing Facilities). Zone District: PF. City Manager Comments Ed Shikada, City Manager Action Items 10. Approval of a Director’s Interpretation Pursuant to PAMC Section 18.01.025 Concluding That Noncomplying Residential Gross Floor Area may not be Relocated Within a Structure; Denial of the Associated Appeal; Direction to Prepare a Future Code Amendment for Administrative De Minimis Exceptions to the Zoning Code; CEQA: Exempt Pursuant to CEQA Guidelines Section 15061(b)(3) ORGINAL MOTION: Councilmember Lu moved, seconded by Councilmember Burt to: 1. Do not uphold the Director of Planning and Development Services’ formal interpretation dated May 8, 2025, concluding that noncomplying residential gross floor area may not be removed and restored elsewhere on the property pursuant to Palo Alto Municipal Code (PAMC) Chapter 18.70, approving the associated appeal; and, 2. Direct staff to not to prepare a text amendment authorizing the Director of Planning and Development Services to consider or approve de minimis exceptions from noncomplying Item 4 Attachment B - September 15, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 10  Packet Pg. 22 of 436  DRAFT ACTION MINUTES Page 4 of 6 City Council Meeting Draft Action Minutes: 09/15/2025 facility regulations and similar minor adjustments that are not impactful to adjacent properties or public realm for residential properties. COUNCILMEMBER BURT WITHDREW HIS SECOND TO THE ORGINAL MOTION MOTION: Councilmember Lu moved, seconded by Councilmember Burt to: 1. Do not uphold the Director of Planning and Development Services’ formal interpretation dated May 8, 2025, concluding that noncomplying residential gross floor area may not be removed and restored elsewhere on the property pursuant to Palo Alto Municipal Code (PAMC) Chapter 18.70, approving the associated appeal; and, 2. Direct staff to prepare a text amendment authorizing the Director of Planning and Development Services to consider or approve de minimis exceptions from noncomplying facility regulations and similar minor adjustments that are not impactful to adjacent properties or public realm for residential properties. MOTION FAILED: 3-4, Lauing, Stone, Veenker, Reckdahl no MOTION: Mayor Lauing moved, seconded by Vice Mayor Veenker to 1. Uphold the Director of Planning and Development Services’ formal interpretation dated May 8, 2025, concluding that noncomplying residential gross floor area may not be removed and restored elsewhere on the property pursuant to Palo Alto Municipal Code (PAMC) Chapter 18.70, denying the associated appeal; and, 2. Direct staff to prepare a text amendment within 6-months authorizing the Director of Planning and Development Services to consider or approve de minimis exceptions from noncomplying facility regulations and similar minor adjustments that are not impactful to adjacent properties or public realm for residential properties. AMENDMENTS INCORPORATED INTO THE MOTION WITH THE CONSENT OF THE MAKER AND SECONDER MOTION PASSED: 6-0-1, Lu abstained 11. Approval of a Third Phase Agreement with Northern California Power Agency for the Purchase of Battery Energy Storage Capacity from Trolley Pass Project LLC, over a Term of up to 20 Years for a Total Not to Exceed Amount of $161.7 Million; CEQA status: not a project under CEQA Guidelines sections 15378(a), (b)(5) Item 4 Attachment B - September 15, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 11  Packet Pg. 23 of 436  DRAFT ACTION MINUTES Page 5 of 6 City Council Meeting Draft Action Minutes: 09/15/2025 MOTION: Vice Mayor Veenker moved, seconded by Councilmember Burt to: 1. Authorize the City Manager, or their designee, to execute a Third Phase Agreement (Attachment A) with the Northern California Power Agency (NCPA) to purchase the output of a 50-megawatt (MW) share of a grid-connected battery energy storage system (BESS) owned by Trolley Pass Project LLC, a subsidiary of Aypa Power Development (Aypa), over a period of 20 years, at a total cost not to exceed $161.7 million; 2. Authorize the City Manager, or their designee, to execute on behalf of the City all related documents or agreements necessary to administer the Third Phase Agreement that are consistent with the Palo Alto Municipal Code and City Council-approved policies, including, but not limited to, collateral assignment agreements; and take any and all actions as are necessary or advisable to implement and administer the Third Phase Agreement; and, 3. Authorize the City Manager, or their designee, to approve and execute amendments to the Third Phase Agreement, as may be required from time to time, so long as the contract price and length of the agreement remain unchanged. MOTION PASSED: 7-0 12. Designation of Voting Delegate and Alternate for the League of California Cities Annual 2025 Conference, to be held October 8-10, 2025, in Long Beach, California MOTION: Mayor Lauing moved, seconded by Councilmember Lythcott-Haims to designate Vice Mayor Veenker as the voting delegate for the 2025 League of California Cities Annual Conference. MOTION PASSED: 7-0 Adjournment: The meeting was adjourned at 9:49 P.M. Item 4 Attachment B - September 15, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 12  Packet Pg. 24 of 436  DRAFT ACTION MINUTES Page 6 of 6 City Council Meeting Draft Action Minutes: 09/15/2025 ATTEST: APPROVED: ____________________ ____________________ City Clerk Mayor NOTE: Action minutes are prepared in accordance with Palo Alto Municipal Code (PAMC) 2.04.160(a) and (b). Summary minutes (sense) are prepared in accordance with PAMC Section 2.04.160(c). Beginning in January 2018, in accordance with Ordinance No. 5423, the City Council found action minutes and the video/audio recordings of Council proceedings to be the official records of both Council and committee proceedings. These recordings are available on the City’s website. Item 4 Attachment B - September 15, 2025 Draft Action Minutes        Item 4: Staff Report Pg. 13  Packet Pg. 25 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Planning and Development Services Meeting Date: September 29, 2025 Report #:2506-4882 TITLE PUBLIC HEARING / QUASI-JUDICIAL. 70 Encina Avenue [25PLN-00034]: Request for Approval of a Tentative Map to Merge Two Lots and Allow for a Condominium Subdivision to Create 10 Units on the Resulting 12,119-Square-Foot Parcel. The Subdivision Map Would Facilitate Construction of Ten New Residential Units in One Building, which was previously approved on April 14, 2025 (24PLN-00095). CEQA Status: Exempt from the Provisions of the California Environmental Quality Act (CEQA) in Accordance with CEQA Guidelines Section 15183 (Comprehensive Plan Consistency). Zoning District: PC-5654. RECOMMENDATION Staff recommends the City Council take the following actions: 1. Consider the project exempt from CEQA in accordance with CEQA Guidelines Section 15183 (Comprehensive Plan Consistency) as documented in Attachment C; and 2. Approve the Tentative Map based on findings and subject to conditions of approval in the Draft Record of Land Use Action (RLUA) in Attachment B. EXECUTIVE SUMMARY The applicant requests approval of a Tentative Map1 to merge two contiguous parcels, located at 70 Encina Avenue (APN 120-34-006) and on an adjacent unaddressed parcel (APN 120-34- 007), and for a condominium subdivision to allow 10 residential condominium units on the resulting, 12,119-square-foot parcel. The Planning and Transportation Commission (PTC) unanimously recommended approval on August 27, 2025. Council previously approved rezoning of the two parcels and construction of a 10-unit residential condominium project through the Planned Home Zoning/Planned Community 1 Tentative Map: https://www.paloalto.gov/files/assets/public/v/1/planning-amp-development-services/new- development-projects/70-encina/september-29-2025-council-tentative-map.pdf Item 5 Item 5 Staff Report        Item 5: Staff Report Pg. 1  Packet Pg. 26 of 436  process set forth in Palo Alto Municipal Code (PAMC) Chapter 18.38.3 Two of the approved units will be provided at below market rate and made affordable to households making 80% of Area Median Income or below. BACKGROUND The project includes a request for a Tentative Map to merge two contiguous parcels located at 70 Encina Avenue (APN 120-34-006) and on an adjacent unaddressed parcel (APN 120-34-007), and for a condominium subdivision to allow ten residential condominium units on the resulting, 12,119-square-foot parcel. Requested Entitlements, Findings and Purview The applicant requests approval of a tentative map, which is subject to City Council approval. The process for evaluating this type of application is set forth in Title 21 of the Palo Alto Municipal Code (PAMC) and California Government Code 66474, and application approval is outlined PAMC Sections 21.12.010 and 21.13.020. Tentative maps require PTC and Council review. The PTC reviews whether the amended subdivision is consistent with the Subdivision Map Act (in particular, Government Code 66474), Title 21 of the Palo Alto Municipal Code, the Palo Alto Comprehensive Plan, and other applicable provisions of the PAMC and State Law. The PTC’s recommendation is forwarded to the City Council for final approval. The Council decision is final. Prior City Reviews & Action The proposed subdivision map was reviewed and unanimously recommended for approval by the PTC on August 27, 2025, with minor modifications that were incorporated into the Record of Land Use Action.4 Additionally, the proposed site improvements associated with the map were approved by City Council on April 14, 2025.5 ANALYSIS The proposed project and relevant discussion and findings herein reflect the Tentative Map. The City Council previously approved the proposed site improvements associated with this condominium subdivision. Neighborhood Setting and Character This property consists of two parcels located within the Town and County Village Shopping Center (Town & Country), but that are not owned or leased by Town & Country. The sites were 3 Ordinance 5645 and Record of Land Use Action 2025-03 is available online at: https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=48334 4 Planning and Transportation Commission Staff Report, August 27, 2025, Item 2: https://cityofpaloalto.primegov.com/Portal/Meeting?meetingTemplateId=16575 5 City Council Staff Report, April 14, 2025, Item 12: https://cityofpaloalto.primegov.com/Portal/Meeting?meetingTemplateId=16036 Item 5 Item 5 Staff Report        Item 5: Staff Report Pg. 2  Packet Pg. 27 of 436  previously leased by Ellis Partners, the owner of Town & Country, and provided parking for that 9 Housing Element 10 9 The Palo Alto Comprehensive Plan is available online: bit.ly/PACompPlan2030 10 The Palo Alto Zoning Code is available online: bit.ly/PAZoningCode Item 5 Item 5 Staff Report        Item 5: Staff Report Pg. 3  Packet Pg. 28 of 436  FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 5 Item 5 Staff Report        Item 5: Staff Report Pg. 4  Packet Pg. 29 of 436  3 Bldg 3 Bldg 1 Bldg 2 Bldg 4 50.0' 121.2' 50.0' 121.2' 121.2' 121.2' 56.0' 121.2' 56.0' 100.0' 121.2' 100.0' 121.2' 50.0' 121.2' 50.0' 121.2' 18.8' 535.5' 938.0' 1 100.0' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 50.0' 121.2' 121.2' 121.2' 50.0' 50.0' 121.2' 100.0' 100.0' 121.2' 121.2' 182.3' 200.0' 121.1'14.3' 72.6' 137.4' 84.5' 112.3' 39.0' 48.0'43.5' 112.3' 82.2' 224.6' 212.7' 72.0' 51 75 63 44 87 98 67 81 855 25 ALMA ST EL CAMINO REALMINO REAL EMBARCADERO ROAD URBAN L ANE UE ENCINA AVENUE CC CS CS PAMF PARKING STRUCTURE This map is a product of the City of Palo Alto GIS This document is a graphic representation only of best available sources. Legend Project Site 0' 71' Attachment A 70 Encina Location Map CITY OF PALO ALTO I NCO R P O R A TED CALIFORNIA P a l o A l t o T h e C i t y o f APRIL 1 6 1894 The City of Palo Alto assumes no responsibility for any errors. ©1989 to 2016 City of Palo Alto ekallas, 2024-09-04 15:59:55 (\\cc-maps\Encompass\Admin\Personal\Planning.mdb) Item 5 Attachment A - Location Map        Item 5: Staff Report Pg. 5  Packet Pg. 30 of 436  3 2 6 2 ACTION NO. 2025-XX At its meeting on September 29, 2025, the City Council of the City of Palo Alto (“City Council”) approved the Vesting Tentative Map to merge two existing lots for the development of a one-lot subdivision to create 10 residential condominium units, making the following findings, determinations and declarations: SECTION 1. Background. A. On February 11, 2025, Sandis, on behalf of Town & Country Development Company, LLC, applied for a Tentative Map for the development of a one (1) parcel, 10-unit condominium subdivision at 70 Encina Avenue (“The Project”). The project site is comprised of two existing lots: APN No. 120-34-006, approximately 6,059.5 square feet, contains a vacant surface parking lot. APN No. 120-34-007, approximately 6,059.5 square feet, contains a vacant surface parking lot. Uses abutting the site include a one-story shopping center (Town and Country Shopping Center). Across Encina Avenue are one-to-three story office buildings, and the five-story LifeMoves Opportunity Center. B. Following staff review, the Planning and Transportation Commission reviewed the project and recommended approval on August 27, 2025, subject to conditions of approval. C. Hayes Group Architects, on behalf of Town & Country Development Company, LLC, also submitted a related Planned Community/Planned Home Zoning application, which the City Council approved on April 14, 2025 pursuant to the City’s Planned Community Rezoning Process, to permit a 10-unit multi-family building, two of which would be provided at a rate affordable to low income tenants (50-80% AMI). D. On September 29, 2025 the City Council held a duly noticed public hearing, at which evidence was considered and all persons were afforded an opportunity to be heard in accordance with the City Council’s policies and procedures. SECTION 2. Environmental Review. The City, as the lead agency for the Project, has determined that the project is exempt from the California Environmental Quality Act (CEQA) in accordance with CEQA Guideline section 15183, which provides an exemption for projects deemed consistent with the Comprehensive Plan. Documentation to support the exemption is available as part of the public record on file with the Planning and Development Services Division. SECTION 3. Tentative Map Findings. A legislative body of a city shall deny approval of a Parcel Map, if it makes any of the following findings (California Government Code Section 66474). The City Council cannot make these findings for the following reasons: Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 6  Packet Pg. 31 of 436  3 2 6 2 1.That the proposed map is not consistent with applicable general and specific plans as specified in Section 65451: The site is consistent with the Comprehensive Plan as described below. There is no adopted specific plan for this project site. 2.That the design or improvement of the proposed subdivision is not consistent with applicable general and specific plans: There is no adopted specific plan for this project site. The proposed tentative map and related improvements is consistent with the Comprehensive Plan in that it facilitates housing development on a site designated for multi-family use within the urban services area, consistent with Goal 2 of the Housing Element and Goal L1.2 of the Land Use Element. The project does not replace existing housing. The project includes two units that will be offered at a rate affordable to low income, 80% AMI. The project improves the city’s jobs housing imbalance consistent with the Transportation Element’s goals and policies. 3. That the site is not physically suitable for the type of development: The Project site is suitable for multi-family residential development in that it’s identified as a Housing Inventory Site in the Housing Element. The existing parcel meets the minimum code requirements for the CC zone district with respect to lot area, width and depth. The parcel would not change with approval of this condominium subdivision. The proposed number of condominium units complies with the applicable densities set forth in the land use element and zoning code. 4.That the site is not physically suitable for the proposed density of development: The project would create a total of 10 multi-family residential units, which is 27.8 dwelling units (DU) per acre for the site. This density is allowed as a part of the Planned Community rezoning entitlement. Therefore, it is physically suitable. 5. That the design of the subdivision or the proposed improvements are likely to cause substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat: The project is located within the built environment that does not contain quality habitat for fish or other wildlife on the site or within the vicinity of the site. There are no streams within 1,000 feet of the project site. The adopted Palo Alto 2030 Comprehensive Plan includes Map N-1, which identified sensitive animal and plant species within the Palo Alto quadrangle, a large geographic area that includes the urban portions along the bay and within the foothills, based on information in the California natural Diversity Database (CNDDB). Based on this map, and the urban nature of the site, the subject property does not contain any habitat for endangered, rare, or threatened species and has not historically supported any of these species. Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 7  Packet Pg. 32 of 436  3 2 6 2 6. That the design of the subdivision or type of improvements is likely to cause serious public health problems: The subdivision of this parcel and associated improvements would not have the potential to result in serious health problems. The proposed multi-family use would not include use or storage of hazardous materials and the use is located within the urban environment adjacent to other residential uses. The site is not located on a hazardous waste site pursuant to government code 65962.5. 7. That the design of the subdivision or the type of improvements will conflict with easements, acquired by the public at large, for access through or use of, property within the proposed subdivision. In this connection, the governing body may approve a map if it finds that alternate easements, for access or for use, will be provided, and that these will be substantially equivalent to ones previously acquired by the public. This subsection shall apply only to easements of record or to easements established by judgment of a court of competent jurisdiction and no authority is hereby granted to a legislative body to determine that the public at large has acquired easements for access through or use of property within the proposed subdivision. There are no public access easements over the property currently. Therefore, the design of the subdivision will not conflict with any public easements for access through, or use of, the property. New public utility easements will be provided to existing and proposed electrical utilities as part of this subdivision map as required in accordance with City of Palo Alto Utilities standards. New public access easements will be provided to provide access to the new units. SECTION 4. Tentative Map Approval Granted. Tentative Map Approval is filed and processed in accordance to PAMC Section 21.13.020 and granted by the City Council under PAMC Sections 21.12 and 21.20 and the California Government Code Section 66474, subject to the conditions of approval in Section 6 of this Record of Land Use Action. SECTION 5. Final Map. The Final Map submitted for review and approval by the City Council shall be in substantial conformance with the Tentative Map prepared by Sandis titled “70 ENCINA AVENUE TENTATIVE MAP” consisting of 1 page, dated and submitted September 11, 2025, except as modified to incorporate the conditions of approval in Section 6. A copy of the Vesting Tentative Map is on file in the Department of Planning and Development Services, Current Planning Division. Prior to the expiration of the Tentative Map approval, the subdivider shall cause the subdivision or any part thereof to be surveyed, and a Final Map, as specified in Chapter 21.08, to be prepared in conformance with the Tentative Map as conditionally approved, and in compliance with the provisions of the Subdivision Map Act and PAMC Title 21 and submitted to the City Engineer (PAMC Section 21.16.010[a]). Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 8  Packet Pg. 33 of 436  3 2 6 2 SECTION 6. Conditions of Approval. Planning e. PROTECTION OF STORM WATER FACILITIES. Neither the association, its residents, nor their agents, employees, representatives, invitees, licensees, Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 9  Packet Pg. 34 of 436  3 2 6 2 customers, or contractors shall alter or modify any storm water facilities in any way including but not limited to placing, maintaining, constructing, or planting any improvements, landscaping or other items, including without limitation decks, stairs, walls, irrigation systems, trees, or any vegetation on any storm water facilities. f.TRASH DISPOSAL AND RECYCLING AREAS SHALL COMPLY WITH CITY ORDINANCES. All trash disposal and recycling areas shall be kept in a clean and sanitary condition and shall comply with all applicable City Ordinances. g. PROHIBITION AGAINST AIR AND WATER POLLUTION. Neither the association, its residents, nor their agents, employees, representatives, invitees, licensees, customers, or contractors shall use the property in any way which emits pollution into the atmosphere in excess of environmental standards set forth by City, State, and Federal laws, ordinances, and regulations. Neither the association, its residents, nor their agents, employees, representatives, invitees, licensees, customers, or contractors shall discharge garbage, trash, waste, or any other substance or materials of any kind into any private or public sewer or waterway on the property in violation of any regulations of any private or public body having jurisdiction over such matters. h. AMENDMENTS TO ORGANIZATION DOCUMENTS REQUIRE CITY APPROVAL. Any amendments or modifications to the organizational documents shall be submitted to the city attorney for approval. No amendment or modification to the organizational documents shall be effective without prior written consent of the city attorney. i. CITY’S RIGHT TO ENFORCE COVENANTS AND RESTRICTIONS. The City is hereby granted the right, but in no event the duty, to enforce the covenants and restrictions set forth in this section of the organizational documents. The association shall recognize that it has the primary responsibility for enforcement of the organizational documents and unequivocally guarantees to institute and expeditiously prosecute any required legal action to obtain compliance with all provisions set forth in the organizational documents. j. NO WAIVER OF CITY’S RIGHTS. No failure of the City to enforce any of the covenants or restrictions contained in the organizational documents will in any event render them ineffective. k. CITY’S REMEDIES TO CURE A BREACH OR VIOLATION. Remedies available to the City to cure any breach or violation of the organizational documents shall be cumulative to any other provisions of law. The City’s failure to exercise any remedy provided for in the organizational documents shall not, under any circumstances, be construed as a waiver of the remedy. Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 10  Packet Pg. 35 of 436  3 2 6 2 l. SEVERABILITY. Invalidation of any one of the City’s required covenants or restrictions by judgment or court order shall in no way affect any other provisions which shall remain in full force and effect. 4. DEVELOPMENT IMPACT FEES. The Property Owner or their designee shall pay all applicable development impact fees associated with the proposed development and subdivision prior to issuance of the building permit(s), as detailed in the PHZ Approval, RLUA 2025-03. 5. INDEMNITY. To the extent permitted by law, the Applicant shall indemnify and hold harmless the City, its City Council, its officers, employees and agents (the “indemnified parties”) from and against any claim, action, or proceeding brought by a third party against the indemnified parties and the applicant to attack, set aside or void, any permit or approval authorized hereby for the Project, including (without limitation) reimbursing the City for its actual attorneys’ fees and costs incurred in defense of the litigation. The City may, in its sole discretion, elect to defend any such action with attorneys of its own choice. Public Works Engineering 6. PUBLIC WORKS APPLICATIONS, FORMS, AND DOCUMENTS: Applicant shall be advised that most forms, applications, and informational documents related to Public Works Engineering conditions can be found at the following link: https://www.cityofpaloalto.org/Departments/Public-Works/Engineering- Services/Forms-and-Permits 7. SUBDIVISION IMPROVEMENT AGREEMENT: The applicant shall execute a Subdivision Improvement Agreement and provide improvement securities (Bonds) for all proposed public improvements. THE AGREEMENT SHALL BE EXECUTED PRIOR TO MAP RECORDATION OR ISSUANCE OF ANY PERMITS FOR CONSTRUCTION, ONSITE AND OFFSITE. ADVISORY -- The applicant shall provide a detailed itemized stamped and signed engineer's estimate for all off-site public improvements which will be reviewed to determine the security amount. 8. FINAL MAP: This project is subject to, and contingent upon the approval and recordation of a Final Map. The submittal, approval and recordation of the Map shall be in accordance with the provisions of the California Subdivision Map Act and Palo Alto Municipal Code Title 21 Subdivision requirements. All existing and proposed property lines, easements, dedications shown on the map are subject to the City’s technical review and approval prior to issuance of any construction permits. 9. MAP THIRD-PARTY REVIEW: The City contracts with a third-party surveyor that will review and provide approval of the map’s technical correctness as the City Surveyor, as permitted by the Subdivision Map Act. The Public Works Department will forward a Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 11  Packet Pg. 36 of 436  3 2 6 2 Scope & Fee Letter from the third-party surveyor and the applicant will be responsible for payment of the fee’s indicated therein, which is based on the complexity of the map. SECTION 7. Term of Approval. Tentative Map. All conditions of approval of the Tentative Map shall be fulfilled prior to approval of a Final Map (PAMC Section 21.16.010[c]). Unless a Final Map is filed, and all conditions of approval are fulfilled within a two-year period from the date of Tentative Map approval, the Tentative Map shall expire and all proceedings shall terminate. An extension of time may be granted by the city council after recommendation of the planning commission, upon the written application of the subdivider, with an extension request submitted prior to the expiration of the Tentative Map approval, or any previous extension granted. Such extension(s) shall be subject to the maximum limitations set forth in the Subdivision Map Act. // // // // // // // // // // // // // INTRODUCED AND PASSED: AYES: NOES: Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 12  Packet Pg. 37 of 436  3 2 6 2 ATTEST: APPROVED: _________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED AS TO CONTENT: ___________________________ ___________________________ Assistant City Attorney City Manager ___________________________ Director of Planning and Development Services PLANS AND DRAWINGS REFERENCED: Those plans prepared by Sandis titled prepared by Sandis titled “70 ENCINA AVENUE TENTATIVE MAP” consisting of 1 page, dated and submitted September 11, 2025. Item 5 Attachment B - Draft Record of Land Use Action        Item 5: Staff Report Pg. 13  Packet Pg. 38 of 436  If you need assistance reviewing the above documents, please contact the Project Planner or call the Planner-on-Duty at 650-617-3117 or email planner@cityofpaloalto.org Project Plans In order to reduce paper consumption, a limited number of hard copy project plans are provided to commissioners for their review. The same plans are available to the public, at all hours of the day, via the following online resources. Directions to review Project plans and environmental documents online: 1. Go to: bit.ly/PApendingprojects 2. Scroll down to find “70 Encina” and click the address link 3. On this project-specific webpage you will find a link to the project plans and other important information Direct Link to Project Webpage: https://www.cityofpaloalto.org/Departments/Planning-Development-Services/Current- Planning/Projects/70-Encina-Ave Item 5 Attachment C - Project Plans and Environmental Analysis        Item 5: Staff Report Pg. 14  Packet Pg. 39 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2508-5064 TITLE Approval of FY 2026 Architectural Review Board, Historic Resources Board, Planning and Transportation Commission, and Utilities Advisory Commission Work Plans; CEQA status – not a project RECOMMENDATION The Architectural Review Board, Historic Resources Board, Planning and Transportation Commission, and Utilities Advisory Commission recommend approval of their respective Fiscal Year 2026 Work Plans. BACKGROUND On November 30, 2020, the City Council adopted the Boards, Commissions and Committees (BCC) Handbook1, which implemented an annual review and approval of BCC work plans. Each BCC is required to prepare an annual work plan for Council’s review and approval. The annual report should include the results of the prior year’s work plan and should consist of up to three priorities. When applicable, the City Council would like to see metrics of community involvement and participation in meetings and activities included in the work plan. Council may refer additional items to the BCC in response to new developments. If the BCC would like to add an issue for review after an annual work plan has been approved, a prompt request by the BCC Chair to the City Council is required and the item will then be addressed by the City Council as a whole. At its December 2, 2024 meeting2, the City Council approved dividing BCC recruitments and work plan approvals into fall and spring cycles. Per the adopted schedule, work plans for the 1 Boards, Commissions, Committees Handbook: https://www.paloalto.gov/files/assets/public/v/4/city-clerk/board- and-commission-handbook.pdf 2 City Council, December 2, 2024; Agenda Item #14; SR # 2409-3480 https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=83110 Item 6 Item 6 Staff Report        Item 6: Staff Report Pg. 1  Packet Pg. 40 of 436  Architectural Review Board, Historic Resources Board, Planning and Transportation Commission, and Utilities Advisory Commission are before the City Council for consideration. City Council will consider work plans for the remaining BCCs (Human Relations Commission, Public Art Commission, Parks and Recreation Commission, and Storm Water Management Oversight Committee) in the spring. FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 6 Item 6 Staff Report        Item 6: Staff Report Pg. 2  Packet Pg. 41 of 436  Architectural Review Board 2025-2026 Workplan Staff Liaison: Steven Switzer, Historic Preservation Planner Lead Department: Current Planning, Planning and Development Services Division About the Board The Architectural Review Board is composed of five members, at least three of whom are architects, landscape architects, . Terms are for three years. See Palo Alto Municipal Code (PAMC) 2.21. Residency is not required. For the ARB webpage go to bit.ly/paloaltoARB. Boardmembers • • Kendra Rosenberg (Chair) • Marton Jojarth • Mousam Adcock • Yingxi Chen (Vice Chair) Mission Statement The Architectural Review Board reviews and makes recommendations to the Planning Director on the building design, site planning, landscape planning, massing and facades, material selection, lighting, signage and other related issues for most major truction including additions and renovations that alter the exterior building face. The type of buildings reviewed include multiple-family residential. In addition, the ARB is a resource as knowledgeable observers of many urban environments, to assist Palo Alto as it develops area plans to accommodate additional housing. , Chapter 18.76 under Section 18.76.020 as well as in Prior Year Accomplishments • See attached summary for more information. Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 3  Packet Pg. 42 of 436  PROJECT/GOAL 1: Review Planning applications for conformance with ARB Findings and Objective Standards BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED This is the Board's main mission and serves to ensure the City develops high quality projects -quality architecture HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED POLICY UPDATE N/A PROJECT/GOAL 2: Provide feedback to staff and Council on the creation of new guidelines, ordinances, and/or streetscapes, as directed by Council BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The ARB has unique feedback to provide as a stakeholder as they have interest in approving the aesthetic environment of the City while also understanding constraints that architects/developers may come across when implementing standards being considered 25 HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED • Housing generation and feasibility. • Innovative housing structures (e.g., micro-units, intergenerational housing, aging adults, students and lower-income units, etc.) consistent with Housing Element Program 6.5. • Review and recommend aesthetic standards for Wireless Communication Facilities (WCFs) as part of an ongoing WCF Ordinance update. PROJECT/GOAL 3: Assist the City as it considers modifications to Objective Standards; Provide feedback based on research from projects as they go through the objective standards ministerial processes. Suggest ways to better address different housing typology. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Streamline the objective standard review process and ensure that projects using the streamlined review process/objective -quality design standards the end of FY 2026; If 6 Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 4  Packet Pg. 43 of 436  PROJECT/GOAL 3: Assist the City as it considers modifications to Objective Standards; Provide feedback based on research from projects as they go through the objective standards ministerial processes. Suggest ways to better address different housing typology. HIGH LOWER COUNCIL-DIRECTED POLICY UPDATE • Modifications to South of Forest Area Coordinated Area Plan (SOFA) subjective development standards with objective standards consistent with Housing Element Program 3.7. • Modifications to address objective standards (18.24) based on review of several projects using the standards at Council’s direction. PROJECT/GOAL 4: Discuss specific Coordinated Area Plans/ streetscape improvements and provide comments that the ARB would recommend exploring/implementing. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED This project would enhance implementation of the City's Comprehensive Plan. ; coordination with long HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED POLICY UPDATE • San Antonio Road Area Plan • Downtown Housing Plan • California Avenue streetscape improvements • University Avenue streetscape improvements PROJECT/GOAL 5: Improve Coordination between the Architectural Review Board and other boards, commissions, and Council. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Improved coordination between boards/commissions and council to get feedback from colleagues on other boards. ore coordinated feedback from the . • updates in the pending projects attachment on development proposals. • The ARB can appoint a representative to attend Council and PTC and to provide feedback HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED No Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 5  Packet Pg. 44 of 436  ARCHITECTURAL REVIEW BOARD ANNUAL REPORT PRIOR YEAR ACCOMPLISHMENTS AND ARB RECOMMENDATIONS FOR FISCAL YEAR 2025 ITEMS OF NOTE • The ARB reviewed roughly 100 projects for the 2025 Design Awards and selected six winners to recognize their contributions to Palo Alto. • The ARB provided a comprehensive review and made recommendations on updates to the objective standards to better address townhome style designs and modifications to SB 9 objective standards. This work was consistent with Goal 2 of the 24/25 Work Plan. • The ARB provided valuable feedback to assist Council with respect to Car Free Streets Implementation Plan, specifically for California Avenue Signage. Although not explicitly identified in the work plan, this work was consistent with Goal 3 of the 24/25 Work Plan. • The ARB provided valuable feedback to assist Council with respect to the Lighting and Bird Safe Glazing Ordinances, Parklet designs, El Camino Real Focus Area, and Housing Incentive Program (HIP) consistent with Goal 4 of the 24/25 Work Plan. • The ARB reviewed around 20 projects, including multi-family housing with below-market units, mixed-use developments, master sign programs, and retail modifications at Stanford Shopping Center, aligning with Goal 1 of the 24/25 Work Plan. APPLICATION REVIEW The ARB prides itself on its collaborative review process, where board member’s diverse perspectives enhance proposed projects and improve Palo Alto's built environment. Our oversight has made a significant impact, as shown in the renderings section of this report, comparing initial proposals to final designs. ADDRESS/PROJECT DESCRIPTION Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 6  Packet Pg. 45 of 436  ADDRESS/PROJECT DESCRIPTION 660 University Avenue Mixed Use (Office with Housing) El Camino Real Focus Area Ordinance Architecture Review Board Awards Award Program (Occurs every 5 years) 640 Waverley Street Mixed Use (Office with Housing) 164 Hamilton Avenue Façade 180 El Camino Real Delarosa Façade California Ave Signage Car Free Street improvements City Parking Garages Signage Exceptions 180 El Camino Real Cedar & Sage Façade 340 Portage Avenue Master Sign Program Additionally, several projects were submitted for preliminary review to gather early feedback from the ARB. This early input helped incorporate key programming and design changes, streamlining the formal application process. These projects including 540 University Avenue and 640 Waverley Street. ARB RECOMMENDATIONS TO COUNCIL Palo Alto Municipal Code (PAMC) Section 2.21.030 directs the Architectural Review Board to report annually our “concerns… with respect to the city’s plans, policies, ordinances and procedures as these affect the projects which the board reviews.” Our reviews are site specific, focusing on individual development proposals rather than broad policies. However, we evaluate each project in its physical and regulatory context—considering its impact on the neighborhood and its alignment with City policies, from the Comprehensive Plan to the various design guidelines. Because the ARB looks at many projects each year, and its board members have years of experience in Palo Alto, patterns emerge and specific areas of concern have been identified. Our comments this year are centered around the increasing importance of housing projects to the city. 1. Objective Design Standard Refinements. In our continuing response to recently enacted state legislation, Palo Alto previously adopted objective design review standards for housing projects, effectively eliminating architectural review on residential and mixed-use projects where objective standards can be met in order to streamline review of those applications. Several residential projects over the past years were townhouse type developments (3200 Park Boulevard, 739 Sutter Avenue, 420 Acacia, and 70 Encina). In our review, it was noted that some of the current standards focused more on larger multi-family buildings. Therefore, some aspects of townhouse style design were not fully addressed/accommodated for in the standards. Through an Ad Hoc committee we studied many local townhouse developments and have provided the planning department with recommendations to modify the Objective Design Standards to address townhome designs as well as larger multi-family designs. The ARB recommends that refinements be made to the objective standards based on implementation of the standards for a series of projects as well as with the recommendations from the ARB regarding modifications for townhome designs. 2. Coordinated Area Plans to Encourage Housing Development and Better Planning. • San Antonio Avenue: The San Antonio Avenue area is experiencing increasing residential development but our zoning regulations for the area are outdated and focused on commercial development, resulting in applicant uncertainty and long entitlement processes. The existing Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 7  Packet Pg. 46 of 436  one-story light industrial and commercial buildings will be substantially replaced in the coming decade. A coordinated area plan will allow us to consider larger issues such as transportation, neighborhood parks, city services, pedestrian/bicycle pathways, and integration with nearby developments in Mountain View as this area transforms. • Downtown Housing Plan: To increase housing, the downtown area needs revised standards to accommodate redevelopment of parking lots as to encourage housing additions while maintaining the vibrancy of the downtown area and its pedestrian friendly streetscape. • California Avenue: With State requirements as outlined in AB 2097 and Builder’s Remedy, the California Avenue area will experience more development then in the past. This area should have a coordinated area plan to better scope future development. 3. City Council/Planning Commission Communication. The Architecture Review Board has very little formal interaction with the City Council, the Planning Commission and the Historic Resources Board. Board members are forced to act on individual initiative to gain input from council members and other commissioners. Joint meetings with full boards are rarely productive; yet uncoordinated serial meetings leave commissioners unaware of feedback from colleagues on other boards. Applicants often feel that they are ‘running a gauntlet’ of approvals rather than facing a coordinated review. • Have staff continue to provide updates in the pending projects attachment on development proposals. • Take direct feedback from the ARB on reviewed projects up for Council approval where Council approval is required. The ARB can appoint a member to represent the board directly to the Council. • Request staff to schedule joint preliminary discussions between the ARB, PTC and HRB chairs/vice-chairs on projects of common interest. These ‘preliminary meetings’ would not be to review specifics of a project; rather they would serve to coordinate the review process between boards and planning staff. • Appoint HRB, PTC and Council liaisons to the ARB to facilitate open communication between boards and commissions and city council. ARB liaisons will provide a clear channel for passing information between reviewing bodies, enabling all board and commission and council members, as well as the general public, direct access to relevant information on a project-by-project basis. RENDERINGS Below are renderings of approved projects, showcasing the evolution from their initial proposal to designs with the incorporated ARB feedback. A summary of key design modifications made based on ARB feedback is also provided. 70 ENCINA AVE Initial Proposal: Final Design: Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 8  Packet Pg. 47 of 436  70 ENCINA AVE Incorporated Feedback: • Encouraged more usable landscaped area. • Encouraged the design to better address privacy between units, including views from the public parking lot into the units. • Consideration of material choices and how the project would be visually compatible to the adjacent Town and Country. 640 WAVERLEY STEET Initial Proposal: Final Design: Incorporated Feedback: • The ARB provided feedback to enhance an already well-designed project, resulting in improving its interface with the neighboring building at 636 Waverley Street through reduced concrete on the façade, a clearer and more efficient parking layout, and refined landscape planting with long- term maintenance details. • The project provides a good mixed-use development, integrating office and retail spaces on the ground floor with residential units on the upper floors. Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 9  Packet Pg. 48 of 436  3265 EL CAMINO REAL Initial Proposal: Final Design: Incorporated Feedback: • The ARB encouraged for a window or decorative reveal and extended around to the back of the building and for the rooftop terrace to be more engaging. • The ARB provided feedback on the internal programing and suggestions for the vehicles utilizing the stacking stalls. • The applicant incorporated feedback and also added an additional floor to the development to increase density. Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 10  Packet Pg. 49 of 436  4335-4345 El Camino Real Initial Proposal: Final Design: Incorporated Feedback: • The initial roof forms were complex and recommended to be reevaluated, while still maintaining separate roofs for each unit. This involved the removal of the third story balconies and fake roof dormers for a more simplified rooftop. • The ARB encouraged accenting the doors for more variation, but overall approved the color scheme with its subtle differences in color. Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 11  Packet Pg. 50 of 436  824 San Antonio Rd Initial Proposal: Final Design: • Refined material and color selections to ensure better contrast. Simplify the front façade by reducing the visual segments from three to two. • The ARB encouraged the drop-off area to be redesigned in a way that did not impede the front entrance and more simplified balcony designs in relation to their usage by residents. 3950 Fabian Way Initial Proposal: Final Design: • Relocated bicycle parking to the front of the building for better site circulation and adding additional skylights to provide more light into the interior of the building. • The project utilized an existing office building with a new gymnasium addition and interior improvements to accommodate a private middle school. Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 12  Packet Pg. 51 of 436  ARB AWARDS Beginning in 1998, the awards program has been held every five years to honor the creative and responsive designs that help shape Palo Alto’s unique visual character. By recognizing these outstanding architectural contributions, the program celebrates the efforts of architects and designers who enrich the community and foster a healthy, vibrant environment. From a pool of approximately 100 reviewed projects, the following six were selected: 620 Emerson Street | Nobu 180 El Camino Real | Sushi Roku 588 Webster Street | Arbora Apartments 3705 El Camino Real | Wilton Court Apartments Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 13  Packet Pg. 52 of 436  1700 Embarcadero Road | Mercedes Benz Dealership 3215 Porter Drive | The Hub at Stanford Research Park Item 6 Attachment A - 2025-20256 Architectural Review Board Work Plan        Item 6: Staff Report Pg. 14  Packet Pg. 53 of 436  Prior Year Accomplishments The HRB recommended that a total of 21 new properties be designated on the Palo Alto Historic Inventory, and that five (5) existing properties on the local inventory to be upgraded in their category listing. These additions were the result of the 2023 Reconnaissance Survey efforts and represented the continued implementation of Palo Alto’s Comprehensive Plan Policy (L7.2). The HRB reviewed five (5) development proposals on historic properties, recommended naming for the Fred Eyerly Tower Well Park, reviewed updated public education materials on the City’s website, and established a local Historic Preservation Award program that will be held in 2026. The HRB reviewed the Certified Local Government Program (CLG) annual report to maintain the City’s CLG status, held since 1992. Continued participation in the CLG program supports local historic preservation efforts by providing added credibility, access to resources, and increased opportunities for funding. Historic Resources Board Staff Liaison: Steven Switzer, Historic Preservation Planner Lead Department: Planning and Development Services About the Commission The City is a Certified Local Government (CLG) responsible for historic preservation - to identify, evaluate, register, and preserve historic properties within its jurisdictions and promote the integration of local preservation interests and concerns into local planning and decision-making processes. Staff prepares an annual report of the activities of the Certified Local Government each spring for the prior year and submits these to the State Office of Historic Preservation. This HRB Work Plan covers July 2025 - July 2026. The HRB consists of five members with terms for 3 years and are staggered per PAMC Section 2.27.020. For more information please visit https://www.cityofpaloalto.org/City-Hall/Boards-Commissions/Historic-Resources-Board. The Department webpages are a wealth of information, go to: https://www.cityofpaloalto.org/Departments/Planning-Development-Services/Historic-Preservation 2025-2026 Workplan Mission Statement Per Palo Alto Municipal Code Chapter 2.27 Historic Resources Board, Section 2.27.040 Duties, HRB purview is: (a) Render advice and guidance to a property owner upon the owner's application for alteration of any historic single-family or duplex building in the downtown area and any such building designated as significant elsewhere in the city (b) Inform the ARB of the historical and/or architectural significance of historic commercial and multiple-family structures in the downtown area and any such buildings designated as significant elsewhere in the City that are under review by the ARB. Submit recommendations to the ARB regarding proposed exterior alterations of such historic structures (c) Recommend to the Council the designation of additional buildings and districts as historic. Research available information and add historical information to the inventory sheets of historic structures/sites. This inventory is maintained in the department of planning and development services. Current Commissioners Alisa Eagleston-Cieslewicz (Chair), Samantha Rohman (Vice Chair), Christian Pease, Caroline Willis, and Geddes Ulinskas Item 6 Attachment B - 2025-2026 Historic Resources Board Work Plan        Item 6: Staff Report Pg. 15  Packet Pg. 54 of 436  TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Subject to Council direction, to begin in the second quarter City Council direction and accommodation in the PDS department workplan would be needed. HRB subcommittee and staff of planning and city attorney departments to prepare draft amendments for Council review and adoption Well-written ordinance language that assists the public's understanding and calms the fears of property owners about governmental overreach Council may provide direction to modify PAMC 16.49; CLG cities maintain historic preservation ordinances. COUNCIL-DIRECTED POLICY UPDATE Council may provide direction to modify PAMC 16.49; CLG cities maintain historic preservation ordinances 2025-2026 Workplan The benefits are providing clarification of the HRB's role for the public Historic Resources Board PROJECT/GOAL 1: BENEFICIAL IMPACTS Limited modification to PAMC 16.49, historic preservation, providing clarifications regarding the HRB’s role. The HRB could discuss language providing clarifications of its role with respect to three potential topics: (a) the nomination process, (b) the effect of HRB recommendations regarding exterior modifications to residential historic resources, and (c) category changes (upgrades, downgrades, removals) Staff Liaison: Steven Switzer, Historic Preservation Planner Lead Department: Planning and Development Services PURPOSE STATEMENT: The Board/Commission's goals and purposes (purview) are set in Palo Alto Municipal Code Chapter 2.27 Historic Resources Board, Section 2.27.040 Duties. These duties include reviewing alterations to historic resources and providing recommendations on nominations to the local historic resources of historic evaluations to determine eligibility for the California Register of Historical Resources and associated tracking), Policy L7.1.1 (recommend eligible resources to the local inventory), and Policy L7.1.2: Reassess Historic Preservation Ordinance. HIGH PRIORITY Priority is high to enable greater understanding of the HRB's role and address property owners' concerns with respect to Goal items (a) and (b) LOWER PRIORITY Lower priority: Goal item (c) - listed historic resources placed on the City's inventory in the late 1970s and 1980s have not been reviewed to determine whether local historic resource category. Item 6 Attachment B - 2025-2026 Historic Resources Board Work Plan        Item 6: Staff Report Pg. 16  Packet Pg. 55 of 436  TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED To begin in the first quarter and continue throughout the duration of the 25/26 work plan cycle HRB ad hoc committee to make progress. Website contains links to information resources and videos, to assist property owners, staff, and others. N/A COUNCIL-DIRECTED POLICY UPDATE N/A TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED To begin in the first quarter and continue throughout the duration of the 25/26 work plan cycle HRB ad hoc committee to make progress. Website contains links to updated staff, and others. No COUNCIL-DIRECTED POLICY UPDATE No PROJECT/GOAL 3:Prepare an updated Local Inventory Resource list that incorporates the recently designated properties from the 2023 Historic Reconnaissance Survey efforts, Category Upgrades, and removal of properties that have been demolished. BENEFICIAL IMPACTS The benefits would be to improve preservation in Palo Alto and clarity for owners of historic properties. Item (a) a table of existing zoning code incentives and another table of historic building code provisions and Item (b) improvements to types of communications used to promote historic preservation. PROJECT/GOAL 2: BENEFICIAL IMPACTS Education and Creating New User-Friendly Resources/Communication Regarding Historic Preservation. (a) find new ways to promote preservation, including use of the existing zoning code incentives and State historic building code (b) improve upon communication types to provide the community accessible information, including the use of videos (linked to the City’s and State’s webpages) to help property owners understand the local and State preservation incentives and codes, (c) continue to provide updates to the historic review process bulletin as needed to communicate CEQA requirements related to PAMC 16.49 and listed historic resources, and (d) enable the HRB staff liaison(s), the City’s historic preservation consultant, and Chief Building Official to implement training providing an ongoing opportunity for HRB members, staff, and the community to gain working knowledge as to the use of the State’s historic building code HIGH PRIORITY LOWER PRIORITY Items (c) and (d) Providing the public with updated information HIGH PRIORITY LOWER PRIORITY Properties that have been demolished remove from local inventory Properties that have lost integrity over time that may need a category change Item 6 Attachment B - 2025-2026 Historic Resources Board Work Plan        Item 6: Staff Report Pg. 17  Packet Pg. 56 of 436  TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Goal 4 to begin during plan quarter 2 (item a) and subject to Council direction, continue through quarter 4 (April - June 2025, items b and c) PDS staff and CAO staff. City Council direction and accommodation in the PDS department workplan would be needed. More historic properties are preserved for future enjoyment of the owners and community, due to the additional incentives. Council may provide direction to modify PAMC title 18. COUNCIL-DIRECTED POLICY UPDATE N/A TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED To begin in the first quarter and continue throughout the duration of the 25/26 work plan cycle HRB ad hoc committee to make progress. Establish historic preservation award selection criteria and frequency of awards by end of 25-26 Fiscal Year. Comprehensive Plan Policy L-7.6 COUNCIL-DIRECTED POLICY UPDATE No BENEFICIAL IMPACTS A HRB historical preservation award program would express appreciation for the efforts to preserve and protect Palo Alto’s culturally, historically, and architecturally significant places that create a vibrant and sustainable community that fully reflects Palo Alto’s diverse past. HIGH PRIORITY LOWER PRIORITY Item (a) discuss and determine the selection criteria for eligible projects and/or properties and establish award frequency, and Item (b) discuss and determine award frequency (e.g., annual, bi-annual, 5-year cycle, etc.) Items (c) and (d) PROJECT/GOAL 5:Establish a Historical Preservation Award Program. (a) discuss and determine the selection criteria for eligible projects and/or properties; (b) discuss and determine frequency of awards (e.g., annual, bi-annual, 5-year cycle, etc.); (c) select projects and/or properties to award; (d) conduct an award ceremony and present historic preservation awards. BENEFICIAL IMPACTS PROJECT/GOAL 4: Additional preservation incentives (a) discuss and recommend additional zoning code incentives to continue the community engagement process that began with the 2023 reconnaissance survey/ inventory update; (b) represent the HRB’s interests during public hearings, or participate in joint meetings with the Planning and Transportation Commission and City Council, to review any proposed zoning code modifications incentivizing historic preservation incentives; (c) outreach to the community after adoption of any adopted new incentives. not currently see any benefit to listing their property on the City's historic inventory HIGH PRIORITY LOWER PRIORITY Item a is to gather ideas for new incentives in the zoning code to add to a table of existing incentives in the zoning code.Subject to Council direction, items b and c would follow item a. Item 6 Attachment B - 2025-2026 Historic Resources Board Work Plan        Item 6: Staff Report Pg. 18  Packet Pg. 57 of 436  8 Planning and Transportation Commission (PTC) 2025-26 Work Plan Date Reviewed by PTC July 9, 2025 Staff Liaison: Jennifer Armer, Assistant Director, Planning and Development Services (PDS) Lead Department: Planning and Development Services (PDS); Office of Transportation (OOT) About the Commission The seven-member Planning & Transportation Commission adopted its 2025-26 work plan on July 9, 2025. The members and chairs are listed below. Members serve 4-year terms. See Planning & Transportation Commission (PTC) webpage link: http://www.paloalto.gov/gov/boards/ptc/default.asp Current Commissioners • Allen Akin (Chair) • Bryna Chang (Vice Chair) • Todd James • Bart Hechtman • Kevin Ji • Dr. Forest Olaf Peterson • Cari Templeton Mission Statement The Planning & Transportation Commission advises the City Council, Planning Director, and Chief Transportation Official on land use and transportation matters, including the Comprehensive Plan, zoning, transportation programs, and related matters. The Commission's primary responsibilities include: • Preparing and making recommendations to the City Council on the City's Comprehensive Plan and applying the Comprehensive Plan to proposed development, public facilities, and transportation in Palo Alto; • Considering and making recommendations to the City Council on zoning map and zoning ordinance changes; any changes to Title 18 of the Palo Alto Municipal Code must be reviewed by the PTC and the City Council; • Reviewing and making recommendations to the City Council on subdivisions and Site and Design Reviews, on appeals on variances and use permits; • Considering other policies and programs affecting development and land use in Palo Alto for final City Council action; • Reviewing and making recommendations on individual projects as described in the Municipal Code, and Open Space development; • Reviewing and making recommendations to the City Council on transportation, parking, and other related mobility issues; and • Ensuring robust community engagement and dialogue regarding planning, land use, and transportation and providing recommendations to the City Council regarding these matters and incorporating the public discussion. The PTC hearings provide a forum for public comment and public interaction. Item 6 Attachment C - 2025-2026 Planning and Transportation Commission Work Plan        Item 6: Staff Report Pg. 19  Packet Pg. 58 of 436  8 Prior Year Work Plan On October 21, 2024, the City Council accepted the April 24, 2025 PTC recommended 2024-25 Work Plan: https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/agendas-minutes/planning-and- transportation-commission/ptc-2024-2025-work-plan.pdf Prior Year Accomplishments During the period of the PTC 2024-25 Work Plan: • The PTC's transportation efforts included study sessions and/or recommendations on: Shared Micromobility Program; Safe Streets for All (SS4A) Safety Action Plan; Bicycle and Pedestrian Transportation Plan Update; Crescent Park Traffic Calming; South Palo Alto Bike/Ped Connectivity; Parking Data Report; Car-Free Streets; VTA Speed and Reliability; and Palo Alto Link. • The PTC's work on implementing the Comprehensive Plan, Housing Element, and Council Priorities included study sessions and/or recommendations on: Retail Code Amendments; Stream Corridor Protections; Bird Friendly Design Ordinance; Lighting Ordinance Update; Annual Review of Comprehensive Plan and Housing Element progress report; Code Amendment for Housing Element Implementation including amendments to the HIP/AHIP regulations; El Camino Real Focus Area; El Camino Real Retail Preservation Nodes Map; and ADU regulations. • The PTC's work on development projects included review and recommendations on three Vesting Tentative Maps; a Planned Community (PC) amendment; and two Planned Home Zone (PHZ) applications. PROJECT/GOAL 1: Retail Ordinance Updates: As part of adoption of an interim ordinance, Council has directed PTC to amend Zoning Code. This is a Council priority (objective ED 4): “Council consideration of an ordinance that expands retail opportunities and promotes retail resiliency.” Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Overall, this project aims to ensure a strong climate for retail businesses in Palo Alto that can allow residents to meet their daily needs and have a high quality of life. The PTC is likely to discuss a retail ordinance in fall 2025, with consideration of an ordinance by the end of the year. Consultant work, staff oversight, and meetings preparation, and participation from the local retail community. Development of new ordinances and/or broader policy recommendations to the City Council. Yes – Council assigned. High Priority Lower Priority Council-Directed Policy Update Any shifts in retail trends that will endure, are occurring, and can benefit from further and refined action by the City. While this is an impactful body of work, the need to get it right and coordinate with existing and new resources outweighs the need to quickly pursue the work. Yes Item 6 Attachment C - 2025-2026 Planning and Transportation Commission Work Plan        Item 6: Staff Report Pg. 20  Packet Pg. 59 of 436  8 PROJECT/GOAL 2: Area Planning: This goal carries forward the prior year goal for neighborhood planning approaches and overall effectiveness of various approaches to neighborhood planning. The staff and PTC will consider new neighborhoods that result from the 6th cycle Housing Element sites and demand for public facilities/services. This goal includes continued work on both the Downtown Housing Plan and the San Antonio Road Area Plan. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Development policy recommendations and preferred alternatives for the new area plans enable City Council to provide direction to guide the City's future development. By June 2026 Staff time to research and prepare a staff report to PTC and ARB. Consultant budgets have already been allocated Successful conversation and recommendations of policies and preferred alternatives to City Council. Yes – Council assigned. High Priority Lower Priority Council-Directed Policy Update Council directed work toward future area plans. N/A Yes PROJECT/GOAL 3: Housing Program Implementation: The Housing Element was adopted by City Council on April 15, 2024, and certified by California Department of Housing and Community Development (HCD) on August 20, 2024. PTC will continue work on Housing Element implementation programs as scheduled within the Housing Element. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Complying with the requirements of the adopted Housing Element to encourage housing development and comply with State Law. PTC and Council review of a number of programs will proceed over the work plan year, as required by the Housing Element. Staff and consultant resources employed. Implementation of programs by target dates. Yes - State Mandated High Priority Lower Priority Council-Directed Policy Update Program 3.9 (incentivizing multi-family as an alternative to commercial development) and Program 6.5 (supporting innovative housing types). SOFA objective standards Yes Item 6 Attachment C - 2025-2026 Planning and Transportation Commission Work Plan        Item 6: Staff Report Pg. 21  Packet Pg. 60 of 436  8 PROJECT/GOAL 4: State Law Implementation – Laws with Prior Effective Dates and any new 2025 Laws to Become Effective in 2026: The State adopts new laws every year, some like Assembly Bill (AB) 2097, required quick action through an interim ordinance during the last fiscal year, that will then require consideration and recommendation from PTC of a permanent ordinance, others like Senate Bill (SB) 9 will require modifications to maintain consistency with State law and Housing Element goals. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Provide clarity to property owners and potential developers. Ordinance Recommendation during 2025-26 work plan term. Staff resources. Adoption of ordinance amendments. Yes - State High Priority Lower Priority Council-Directed Policy Update Implementing State laws and discuss policy considerations N/A Possibly PROJECT/GOAL 5: Parking Programs: The PTC will receive periodic updates regarding options for improving the City’s parking programs. This includes a Roadmap for Residential Parking Permit Program improvements and commercial parking improvements. Parking Data Portal - PTC will receive an update regarding parking availability data. The new license plate reader technology allows for regular collection and reporting of parking availability. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Improved parking operations. Ongoing. Ongoing. Feedback from PTC and continued engagement from the public. Yes High Priority Lower Priority Council-Directed Policy Update The staff work behind the project continues; proposed updates help advance the work. Additionally, the PTC welcomes opportunities to engage w/the public on this topic. This project represents a large body of ongoing work to manage parking supply and parking policy. Yes Item 6 Attachment C - 2025-2026 Planning and Transportation Commission Work Plan        Item 6: Staff Report Pg. 22  Packet Pg. 61 of 436  8 PROJECT/GOAL 6: Bicycle and Pedestrian Transportation Plan Update: A citywide evaluation of the bicycle network and pedestrian network. The plan will identify opportunities to enhance and connect the network. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Updated Bicycle and Pedestrian Transportation Plan and increase safe connectivity across the City. Public review draft plan and discussion of South Palo Alto bike/ped connectivity in fall 2025. Fully funded by a TDA3 grant Updated bike and ped plan No High Priority Lower Priority Council-Directed Policy Update N/A Update is timely, but not mandated by any State laws. No PROJECT/GOAL 7: Comprehensive Plan Policy Implementation: This includes Streamside Corridor and Bird Friendly Design changes in Title 18 and other Comp Plan policies that lead to Title 18 revisions. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Comprehensive Plan policies and programs to completion. Revised stream corridor ordinance at July 30, 2025 PTC. Others as directed by Council. Staff and consultant assistance – particularly when staff resources will be focused on implementation of the Housing Element. Adopted ordinances to amend Title 18. No High Priority Lower Priority Council-Directed Policy Update N/A N/A Yes – Comprehensive Plan Item 6 Attachment C - 2025-2026 Planning and Transportation Commission Work Plan        Item 6: Staff Report Pg. 23  Packet Pg. 62 of 436  8 PROJECT/GOAL 8: Title 18 Updates: Considering and making recommendations to the City Council on any changes to Title 18 of the Palo Alto Municipal Code as directed by City Council, for example updates to the City’s Wireless Communications Facilities Ordinance. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Development of code recommendations to support City Council updates. As directed by Council. Staff and consultant resources would be identified based on specific projects. Wireless Ordinance update is currently unsourced. Adopted ordinances to amend Title 18. No High Priority Lower Priority Council-Directed Policy Update N/A N/A Yes PROJECT/GOAL 9: Project Review: The PTC will provide review as part of their regular ongoing responsibility for recommendations to City Council and staff on quasi-judicial development projects and transportation projects. Beneficial Impacts Timeline Resources Needed Measure Of Success State Mandated/ Local Law/ Council Approved Public review of planning and transportation projects. Ongoing. Ongoing. Feedback from PTC and continued engagement from the public. Yes High Priority Lower Priority Council-Directed Policy Update N/A N/A Yes Item 6 Attachment C - 2025-2026 Planning and Transportation Commission Work Plan        Item 6: Staff Report Pg. 24  Packet Pg. 63 of 436  Utilities Advisory Commission 2025-2026 Workplan Staff Liaison: Alan Kurotori, Utilities Director Lead Department: About the Commission The Utilities Advisory Commission (UAC) is charged with providing advice on long range planning and policy matters, acquisition, development, and financial review of electric, gas and water resources; joint action projects with other public or private entities which involve electric, gas or water resources; environmental implications of proposed electric, gas or water utility projects; and conservation and demand management. Additionally, the UAC is charged with providing advice on the acquisition, development and financial review of the dark fiber network and wastewater collection utilities. As a highly regulated industry, there may be matters not listed below that will be presented to the UAC in accordance with current or future (local, state, or federal) legislative requirements. . The Commission is composed of seven (7) members. Terms are for three (3) years and commence on the first meeting in April. See Palo Alto Municipal Code (PAMC) Sections 2.23.010 (Membership), 2.23.030 (Term of Office), 2.23.040 (Officers), 2.23.050 (Purpose and Duties), and 2.23.060 (Meetings). Current Commissioners • Greg Scharff (Chair) • Meagan Mauter (Vice Chair) • Rachael Croft • Utsav Gupta • Phil Metz • Robert Phillips • Chris Tucher Mission Statement The purpose of the Utilities Advisory Commission shall be to advise the City Council on present and prospective long- range planning, policies, major program, and project matters relating to the electric, gas, water, wastewater collection, fiber optics utilities, and recycled water matters, excluding daily operations. The Utilities Advisory Commission shall have the following duties: • Advise the City Council on long-range planning and policy matters pertaining to: o Joint action projects with other public or private entities which involve, affect or impact the utilities; o Environmental aspects and attributes of the utilities; o Water and energy conservation, energy efficiency, and demand side management; and o Recycled water matters not otherwise addressed in the preceding sub-paragraphs; • Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 25  Packet Pg. 64 of 436  programs of any major utilities. • Formulate and review legislative proposals regarding the utilities, to which the city is a party, in which the city has an interest, or by which the city may be affected. • Review the utilities capital improvement programs, operating budgets and related reserves, rates, and the recycled water program, budget, rate, and thereafter forward any comments and recommendations to the finance committee or its successor. • Provide advice upon such other matters as the City Council may from time to time assign. The Utilities Advisory Commission shall not have the power or authority to cause the expenditure of city funds or to bind the city to any written, oral, or implied contract. The Utilities Advisory Commission may, subject to its City Council-approved bylaws and at the discretion of the City Council, foster and facilitate engagement with the general public, not excluding representatives of commerce and industry, in regard to the utility matters referred to in subsections above. Prior Year Accomplishments Advanced Heat Pump Water Heater (HPWH) Pilot Program: • Over 500 customers have installed a heat pump water heater using the city’s rebate, full service, or emergency replacement program. The pace of installations is approximately 20% of annual water heater replacements in the city. Advanced Meter Infrastructure (AMI) • 21,492 gas meter installations completed. • 18,035 water meter installations completed. • 21,411 electric meter installations completed. Renewable Energy Credit (REC) Exchange Program • Approved by C ity Council on December 12, 2022 to continue the program and return to the UAC and Council in 2025 • Sold 161,900 Portfolio Content Category 1 (PCC1 or Bucket 1) RECs and purchased 160,000 PCC3 RECs (Bucket 3), yielding $10.86 million in net revenue for 2024. Fiber-to-the-Premises (FTTP) • Began coordinating electric grid modernization project with FTTP. • Identified and began addressing key challenges. o Established pilot project to align grid modernization with FTTP. o CEQA initial study for FTTP. Electric Grid Modernization (Grid Mod) • An Electrification Study was performed by a consultant with the goal of identifying any electric system upgrades needed across the electric distribution system. The focus of the Study resulted in recommendations for upgrades to line transformers, feeder capacity, increasing the number of switches and connections on the system between feeders and substations, and upgrading substation equipment. • Staff prepared plans and construction drawings for a pilot area selected within the Phase 1 boundary of the Grid Modernization (Grid Mod) project. Construction began in Q2 2024 for a 1200-home neighborhood area bounded by Embarcadero Road, Louis Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 26  Packet Pg. 65 of 436  • The grid modernization activities will be coordinated with fiber to the premise (FTTP) construction. To capitalize on synergies between Grid Mod and FTTP, the city identified a pilot project boundary area to combine construction activities for both Grid Mod and FTTP. The city contracted with consultant Entrust for Grid Mod and construction began in Q3 of 2024. Construction is anticipated to be complete near the end of Q2 2025. As of January 9, 2025, 60 out of 74 identified electric utility poles have been replaced, 51 new transformers installed, and electric service to over 500 households in the pilot area upgraded and prepared for electrification. Engineering staff have started planning and design work for the remainder of the Phase 1 area and expect construction to be completed by Q4 of 2025. Gas Main Replacement (GMR) Project #24B • Successfully completed GMR Project #24B along University Ave between Webster Street and Fulton Street and on Middlefield Road between Hamilton Avenue and Lytton Avenue. • Replaced approximately 20,000 linear feet of natural gas mains and services with polyethylene pipe. Sewer System Replacement (SSR) Project #31 • Successfully completed SSR Project #31 along El Camino Real and Page Mill Road. • Replaced approximately 10,924 linear feet of sanitary sewer collection system pipe, mains, and replaced or rehabilitated 43 sewer manholes. • The existing vitrified clay pipe (VCP) mains were replaced with high-density polyethylene pipe (HDPE). In addition, 89 existing city-owned sewer service laterals and cleanouts were replaced with new 4” and 6” HDPE service laterals and cleanouts. Water Main Replacement (WMR) Project #29 • Successfully completed WMR Project #29 to replace asbestos cement and other aging pipelines with high density polyethylene mains in six different areas throughout the city. • Installed approximately 8,000 linear feet of new water mains of various sizes, 124 new water services, 17 new fire hydrants, 22 isolation valves, and 101 water meters. Lead Service Line Inventory • Completed an inventory of the entire city service area to identify potential lead in water lines serving customers. No lead was identified. Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 27  Packet Pg. 66 of 436  STANDING TOPIC 1 Budget: Rate changes to Water, Gas, Electric, Wastewater Collection, Fiber Optic Services, Electric Time-of-Use review of credit card fees for utilities bill payment. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- The community will have a better understanding of the rates and why they are being charged. each rate change is by the Cost-of- (COSA) inance Committee review is in ity Council approval . Consultant time to create the COSA report. HIGH PRIORITY LOWER PRIORITY Rates are always a high priority. The change has an impact on the community and economy. STANDING TOPIC 2 Consider potential future sources of water supply and water quality. This includes recycled water, demand graywater, treatment efforts, use of effluent, and testing for contaminants. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- The benefit to the community is to have ample water source and supply when needed in the event of a drought or for basic uses year-round consultant time for work products. supply plan(s). HIGH PRIORITY LOWER PRIORITY Having knowledge of where the city's water supply comes from and how we manage that supply is a maintained priority. Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 28  Packet Pg. 67 of 436  STANDING TOPIC 3 System and Supply: Discuss and advise City Council regarding electric system and supply portfolio, including grid r, power portfolio, smart home technologies, distributed energy resources, city for datacenters, and coordination with Palo Alto Planning Department to enable technological . BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS / COUNCIL-APPROVED Reliability for customers, health benefits, and clean energy responsible for the vast carbon reduction the city has achieved over the past decade legal needed, and technology renewable energy supply options in the Integrated Resource Plan (IRP). Have the IRP near completion to present to the UAC for review expanding the zero emissions portion of the portfolio and HIGH PRIORITY LOWER PRIORITY The health and well-being of the community is a high priority for Council and Utilities STANDING TOPIC 4 System and Supply: Consider aspects of the gas system and supply portfolio, including the City of Palo Alto Utilities CPAU) development of a long-term plan to accommodate anticipated decrease in gas use. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS MANDATED / LOCAL Gas is a type of energy used to provide some residences and businesses in Palo Alto with heat for their facilities and some cooking appliances. -round consultant time when necessary 10% below PG&E's rates year round. HIGH PRIORITY LOWER PRIORITY The health and well-being of the community is a high priority for Council and Utilities Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 29  Packet Pg. 68 of 436  STANDING TOPIC 5 Capital Improvement Projects (CIP): Discuss CIP projects. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The Utilities Department manages multiple CIPs each year for the benefit to the city and community. CIPs may include rebuilding water reservoirs, repairing and replacing sewer lines or water mains, maintaining street lights, building out the fiber optic backbone, or budget. Most of procurement time for setting up contracts, contractors for work completion. measured by completion of the project within the timeline and budget approved by Council. HIGH PRIORITY LOWER PRIORITY Maintaining quality of life for the community is a priority for the Utilities Department and projects. Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 30  Packet Pg. 69 of 436  STANDING TOPIC 6 and Adaptation: Ongoing discussions regarding the reliability and resiliency of the City of Palo Alto tilities (CPAU), including Utilities emergency preparedness plan and annual discussion of efficiency programs, demand side BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- This matter encompasses a number of situations including but not limited to the Sustainability and Climate Action Plan (S/CAP). The benefit of any of the reliability or resiliency projects is to support the city and community now and into the future with reliable, safe connections, water, electricity, fiber and natural gas year-round and do not have , the S/CAP is set to its primary goals by . additional consultants efficient, safe, economic, and reliable services. Utilities Emergency Preparedness: 1. Determination of the CPAU emergency preparedness. 2. Establishment of CPAU’s risk assessment framework in coordination with the Office of Emergency Services (OES). 3. Determination of CPAU’s roles and specific actions in each such emergency. 4. Completion of action planning and implementation in coordination with HIGH PRIORITY LOWER PRIORITY The S/CAP is a Council priority and therefore a high priority for the Utilities Advisory Commission. Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 31  Packet Pg. 70 of 436  STANDING TOPIC 7 Initiatives: Utilities tracks many local, state and federal bills that touch on utilities. Should any new laws, or ordinances pass during the year, the UAC may need to discuss the changes. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- Staff track the possible changes in laws and regulations and presents the proposed changes to the UAC for review and consideration to the Council. affect utilities review time project HIGH PRIORITY LOWER PRIORITY N/A The level of priority is based on the particular legislation being proposed and how it affects the Utilities Department. STANDING TOPIC 8 -Driven Initiatives: The UAC will address any matter assigned by the City Council. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- The UAC is made up of a diverse group with knowledge of the utilities industry and related issues. . task. HIGH PRIORITY LOWER PRIORITY Typically when Council requests a review of an item it is considered a high priority. Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 32  Packet Pg. 71 of 436  Standing Topic 9 Discuss community engagement, technology (current & emerging), finance, and community scaling of S/CAP plans to meet the city’s goals for sustainability and climate action. potential full or partial retirement of the gas distribution and electrification of gas appliances. It also includes permitting and inspection processes for customers wishing to panels, electrify appliances, or install solar photovoltaics (PV), energy storage, and/or electric vehicle (EV) BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- UAC expertise will help the Council Climate Action and Sustainability Committee (CASC) make progress on achieving S/CAP goals with benefits to reducing the impacts of climate change. executing coordinating planning efforts, incentives, programs, and infrastructure investments to support S/CAP efforts. and S/CAP Work Plan items in collaboration with other departments. 2025 Work Plan approved by Council in June 2023, Council Priorities in this area adopted annually. HIGH PRIORITY LOWER PRIORITY Support relevant Council Priority Objectives in the Climate Action and Adaptation and Natural Environment Protection Priority area and 2023- 2025 S/CAP Work Plan Items Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 33  Packet Pg. 72 of 436  STANDING TOPIC 10 : Review Pilot and Phase 1 progress and outcomes, business model, and metrics affecting ity’s decision whether to move forward with full city rollout. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- Enhances high‐speed internet and provides equitable access for among broadband , network upgrades, – 2026: Complete Pilot, cost, operating take‐rate. 26 – 2027: Evaluate pilot delivery staffing, for Phase Strategic partners for customer service, home installation, and after-hours troubleshooting. Capital investment for fiber deployment. Marketing budget. Ongoing operational & maintenance funding. Pilot. Phase 1. financial model to ‐recover operationally wit . Council-approved on December 19, 2022. City Council Priority May 2025 HIGH PRIORITY LOWER PRIORITY High priority. Provide UAC and Council with status updates as it metrics for success during Pilot and Phase 1 (i.e. take rate, N/A N/A Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 34  Packet Pg. 73 of 436  Standing Topic 11 Develop a comprehensive 5–20 year plan to align the gas utility with climate goals, financial stability, and regulatory changes, while evaluating options for electrification, biogas integration, and -term infrastructure strategy. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- Integrates climate impact, regulatory environment, and evolving market conditions (e.g., supply, building electrification trends). ity. Identifies how best to align the gas utility with Palo Alto’s sustainability goals and community expectations over the long term. . Staff analysis (Utilities, Administrative Services Department, S/CAP) and potential consultants for policy, engineering, and market assessments. Consulting support for hydraulic model development, analysis, rate studies, and financial modeling. Legal counsel for evolving regulations Stakeholder outreach resources for public engagement. City Council –20 year gas ‐managed utility city Positive feedback from community stakeholders on transparency and alignment Gas regulation federal laws (CPUC, etc.). Local ordinances or building codes may approval). Council likely to be involved if new rate structures or code changes are required. HIGH PRIORITY LOWER PRIORITY High Priority, but not urgent. N/A Expected Item 6 Attachment D - 2025-2026 Utilities Advisory Commission Work Plan        Item 6: Staff Report Pg. 35  Packet Pg. 74 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Community Services Meeting Date: September 29, 2025 Report #:2508-5065 TITLE Adoption of a Resolution for the County of Santa Clara Historic Heritage Grant Application for the Restoration of the Roth Building Frescoes (Phase II); CEQA Status-categorically exempt. RECOMMENDATION Staff recommends that City Council adopt the attached resolution (Attachment A) to apply for the Historical Heritage Grant Program from the County of Santa Clara to fund the Roth Building Fresco Phase II Restoration Project. This restoration project will focus on the restoration treatment of grisaille fresco panels and sepia medallions as part of the fresco mural by artist Victor Arnautoff, titled Modern and Ancient Medicine, originally painted in 1932 at the site of the historic Roth Building. BACKGROUND A fresco mural by artist Victor Arnautoff, titled Modern and Ancient Medicine and originally painted in 1932, is located at the entrance to the Roth Building (the former Palo Alto Clinic). The artwork is part of the City’s public art collection. Both the Roth Building and fresco mural are listed on the National Register of Historic Places (NRHP) as a property of significant architectural and artistic value. It is also listed on the California Register of Historical Resources and as a Category 2 Building (a building of major regional importance) in the City of Palo Alto Historic Inventory. The City of Palo Alto purchased the Roth Building in 2000, adding the Victor Arnautoff frescoes to the City’s art collection. The Public Art Program cares for artworks integrated into the exterior of the building for the benefit of the Palo Alto community. In 2018, the City of Palo Alto in coordination with the Palo Alto History Museum (PAHM) applied for the County of Santa Clara’s Historic Grant Program for the protection and restoration of frescoes (Phase I). The grant, a reimbursement-based matching fund in the Item 7 Item 7 Staff Report        Item 7: Staff Report Pg. 1  Packet Pg. 75 of 436  amount of $105,000, was awarded in 2019. On November 16, 2020,1 City Council adopted a resolution to accept the grant award for the fresco mural rehabilitation and authorized the City Manager to execute the grant agreement and commit the project for park use for at least twenty years. Delayed by the COVID-19 pandemic, the funding agreement for the Historic Grant Program (HGP) was executed in 2022. Protection and restoration of frescoes project (Phase I) coincided with the rehabilitation of the building and took place in 2023/24. Under Phase I of the fresco protection and restoration project, a team of fine art conservators carried out full restoration of the four large color frescoes and completed in-depth cleaning and condition analysis of the lower panels and medallions. The work was completed in Fall 2024. The scope of work outlined in the grant was fully executed, and the City of Palo Alto received full reimbursement from the County of Santa Clara. ANALYSIS RESOURCE IMPACT AND TIMELINE City will bring forward any necessary budget amendments for City Council review through the annual budget process to recognize expense and offsetting revenue. The City will fund the grant project out of the Roth Building CIP PF-23001. Upon project completion and prior to the expiration of the grant agreement, the City will submit a 1 City Council, November 16, 2020; Agenda Item #4; SR# 11653, https://www.paloalto.gov/files/assets/public/v/1/agendas-minutes-reports/reports/city-manager-reports- cmrs/year-archive/2020-2/id-11653.pdf?t=51404.9 Item 7 Item 7 Staff Report        Item 7: Staff Report Pg. 2  Packet Pg. 76 of 436  final reimbursement request. The reimbursement amount will be subsequently posted back to the Roth Building CIP fund (PF-23001). STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 7 Item 7 Staff Report        Item 7: Staff Report Pg. 3  Packet Pg. 77 of 436  Not Yet Adopted 1 142_20250910_ts24 Resolution No. ___________ Resolution of the Council of the City of Palo Alto Approving the City’s Application For a County of Santa Clara Historical Heritage Grant for the Roth Building Fresco Phase Two Restoration Project in Heritage Park WHEREAS, the County of Santa Clara (“County”) has established the Historical Heritage Grant program to promote historic preservation and the awareness of significant cultural, historical, and archaeological resources within Santa Clara County (“Grant Program”); and WHEREAS, the County funds the Grant Program with County Park Charter Development Funds, which must be used for the development of real property for county park purposes; and WHEREAS, the City of Palo Alto (“Applicant”) proposes that the County award Grant Program funds for the Roth Building Fresco Phase Two Restoration project (“Project”), which is in Heritage Park (“Park”), located at 300 Homer Avenue; and WHEREAS, the County requires that the property on which the grant-funded project is located be continually used for park purposes for a minimum of 20 years and be open to all Santa Clara County residents on a non-discriminatory basis; and WHEREAS, the City of Palo Alto has granted permission (consent) to the Palo Alto History Museum to use the Roth Building for a community museum, which is a park purpose, for the period of forty years (40 years), and said consent is evidenced by a lease granting such rights; and, WHEREAS, Applicant is required pursuant to the Historical Heritage Grant Program Procedural Guide to designate a legally authorized representative to administer the Project and to execute the Grant Funding Agreement (“Grant Agreement”), along with any amendments thereto, on behalf of the Applicant. NOW, THEREFORE, BE IT RESOLVED that the City of Palo Alto hereby makes the following determinations: 1. The Project is located on land that will be continually used for park purposes for a minimum of 20 years and, subject to Constitutional or local Charter limits on appropriations for future years, will be open to all Santa Clara County residents on a non-discriminatory basis; and 2. The City of Palo Alto has reviewed the proposed Project and provided all required approvals for the Project in the Park, including, but not limited to, any licenses, permits, environmental review or operational agreements required prior to authorizing construction; and Item 7 Attachment A - Property Owner Resolution Approving the City of Palo Alto’s Application for a County of Santa Clara Historical Heritage Grant for the Roth Building Frescoes Restoration (Phase II)        Item 7: Staff Report Pg. 4  Packet Pg. 78 of 436  Not Yet Adopted 2 142_20250910_ts24 3. The City of Palo Alto hereby delegates authority to the City Manager or designee of City of Palo Alto, to sign and submit the Grant Application to the County, to negotiate, execute, amend, or terminate the Grant Agreement and any other agreements in relation to the Historical Heritage Grant Program, and authority to administer and carry out all terms and conditions of the Grant Agreement and related agreements including, but not limited to, taking any all other necessary actions to complete the Project. 4. By delegating such authority to the City Manager or designee of the City of Palo Alto, the City of Palo Alto acknowledges, agrees, represents and warrants that the execution of the Grant Agreement and any and all other agreements or amendments by the City Manager of designee of the City of Palo Alto binds and obligates the City of Palo Alto to comply with all terms and conditions of such agreements, without the necessity of additional approvals or conditions; 5. The City of Palo Alto has had the opportunity to seek the advice of its own legal counsel and other professionals in connection with the Grant Agreement and the Historical Heritage Grant Program Procedural Guide. 6. The Council of the City of Palo Alto hereby approves the City of Palo Alto’s application for the County’s Historical Heritage Grant Program funds for the Roth Building Fresco Phase Two Restoration Project in Heritage Park. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: __________________________ __________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: _______________________ ___________________________ Assistant City Attorney City Manager ___________________________ Director, Community Services Item 7 Attachment A - Property Owner Resolution Approving the City of Palo Alto’s Application for a County of Santa Clara Historical Heritage Grant for the Roth Building Frescoes Restoration (Phase II)        Item 7: Staff Report Pg. 5  Packet Pg. 79 of 436  City Council Staff Report From: City Attorney Report Type: CONSENT CALENDAR Lead Department: City Attorney Meeting Date: September 29, 2025 Report #:2507-5011 TITLE Authorization to Execute an Amendment to Legal Services Contract S25194587 with Atkinson Andelson Loya Ruud & Romo to Increase Amount by $100,000 for Total Not-to-Exceed Amount of $185,000; CEQA Status – Not a Project. RECOMMENDATION Authorize the City Attorney or designee to amend the contract for litigation defense services with the law firm of Atkinson Andelson Loya Ruud & Romo (Contract S25194587) to increase the contract amount by $100,000 for a total not-to-exceed amount of $185,000. BACKGROUND Atkinson Andelson Loya Ruud & Romo is a law firm representing cities in a variety of areas, with an emphasis in employment and labor matters. In March 2025, the City entered into a three- year agreement (S25194587) in the amount of $85,000 with Atkinson Andelson Loya Ruud & Romo for litigation defense services in Government Claim No. C25-0059 filed by Thomas Haxton and related litigation. Staff seeks authority to increase the contract amount by $100,000 to bring the new not to exceed amount to $185,000. Litigation defense continues in this matter. FISCAL/RESOURCE IMPACT Funding for this amendment does not require additional budgetary authority as it can be accommodated within existing funding allocated to the City Attorney’s Office as part of the FY 2026 Adopted Operating Budget. STAKEHOLDER ENGAGEMENT The City Attorney’s Office works closely with the City Manager and department personnel on litigation and claims matters. ENVIRONMENTAL REVIEW Amendment of a legal services contract is not a project requiring environmental review under the California Environmental Quality Act (CEQA) (See CEQA Guidelines 15378(b)(5), administrative activities that will not result in direct or indirect physical changes in the environment). APPROVED BY: Molly Stump, City Attorney Item 8 Item 8 Staff Report        Item 8: Staff Report Pg. 1  Packet Pg. 80 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Public Works Meeting Date: September 29, 2025 Report #:2507-4995 TITLE Approval of General Service Contract No. C26194249 with Orion Security for Security Services at the Municipal Service Center and the Regional Water Quality Control Plant in an Amount Not-To- Exceed $1,448,260 for a Period of Five Years; CEQA Status – Categorically Exempt under Section 15301 RECOMMENDATION Staff recommends that Council approve and authorize the City Manager or their designee to execute Contract No. C26194249 with Orion Security for security services at the Municipal Service Center (MSC) and the Regional Water Quality Control Plant (RWQCP) for a term of five years and a total not-to-exceed amount of $1,448,260, including $172,260 for additional unplanned overtime hours for both MSC and RWQCP. BACKGROUND Security services are essential at both the MSC and the Regional RWQCP due to the nature of operations and the level of activity at these facilities. Both sites manage frequent staff, vendor, and contractor access, and house high-value equipment, vehicles, and infrastructure critical to the City’s daily operations. Security personnel ensure that only authorized individuals gain access, provide a visible deterrent to theft or vandalism, maintain control at gates and entrances, assist with traffic control during peak activity or deliveries, and help manage parking to prevent unauthorized use of City lots. Their presence helps safeguard City assets, ensure operational continuity, and protect the safety of employees and visitors. For the past five years, Universal Security Company has provided contracted security services at the MSC and the RWQCP under Contract C201760031, which expired on October 7, 2024. In summer 2024 staff paused preparations for solicitation documents for a new long-term contract 1 City Council, October 7, 2019, Agenda Item #12, SR#10574; https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=80455 Item 9 Item 9 Staff Report        Item 9: Staff Report Pg. 1  Packet Pg. 81 of 436  to explore expanding the scope to include security services at City Hall. Pausing the solicitation process allowed staff time to assess and define security needs at City Hall. To ensure service continuity during this transitional period, Council approved staff’s recommendation for a nine-month contract C251931873 with Universal Security Company to continue services at MSC and RWQCP and to accommodate additional coverage as needed. Over the duration of the nine-month interim security contract, staff completed their assessment of security needs at City Hall and it was ultimately decided not to include City Hall security services in the scope of the new contract. ANALYSIS Procurement Process A formal request for proposals (RFP) for security services was posted on the City’s eProcurement system on April 28, 2025. The City received 12 responsive proposals by May 22, 2025. A team composed of staff from the Public Works Department evaluated the proposals. The proposals were evaluated based on the following criteria: 1) Quality of Proposal, 2) Proposed Solution, 3) Experience, 4) Cost, 5) Financial Condition and Stability, 6) Timely Performance, 7) Prior Record of Performance, 8) Ability to Provide Ongoing Services, and 9) Compliance with City Requirements. Following a comprehensive evaluation, Orion Security received the highest aggregate score. Their proposal demonstrated a strong understanding of the City’s operational needs, and their pricing was competitive in relation to the proposed scope and service quality. The recommended contract (Attachment A) provides for continued daily unarmed security coverage at both MSC and RWQCP. Cost Comparison Analysis The new five-year security services contract reflects a total cost of $1,448,260. The Year 1 cost of $285,112 is 3% less than the 9-month interim contract cost of $220,752, when that amount is converted to an annual cost. The 12 five-year cost proposals received ranged from $1,225,800 to $2,247,000, with a median cost of $1,612,421. FISCAL/RESOURCE IMPACT The funding for this five-year contract will be sourced from and is available in the City’s General Fund, the Wastewater Treatment Fund, the Utilities Administration Fund, and the Vehicle Maintenance and Replacement Fund FY 2026 Adopted Operating budgets as follows: 18.5% from the Public Works Department General Fund, 10% from the Vehicle Maintenance and 3 City Council, March 24, 2025, Agenda Item #5 SR#2411-3808; https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=83312 Item 9 Item 9 Staff Report        Item 9: Staff Report Pg. 2  Packet Pg. 82 of 436  Replacement Fund, 18% from the Utilities Administration Fund, 3.5% from the Community Services Department General Fund, and 50% from the Wastewater Treatment Fund. Table 3: Funding Allocation Term Annual Cost (Orion Security) Vehicle Replacement and Maintenance Fund Public Works Department General Fund Utilities Administration Fund Community Services General Fund Wastewater Treatment Fund Year 1 $285,112 $28,511 $52,746 $51,320 $9,979 $142,556 Year 2 $287,382 $28,738 $53,166 $51,729 $10,058 $143,691 Year 3 $289,652 $28,965 $53,586 $52,137 $10,138 $144,826 Year 4 $291,922 $29,192 $54,006 $52,546 $10,217 $145,961 Year 5 $294,192 $29,419 $54,426 $52,955 $10,297 $147,096 Total $1,448,260 $144,824 $267,930 $260,687 $50,689 $724,130 STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 9 Item 9 Staff Report        Item 9: Staff Report Pg. 3  Packet Pg. 83 of 436  Professional Services Rev. Oct 16,2024 Page 1 of 28 CITY OF PALO ALTO CONTRACT NO. C26194249 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PALO ALTO AND This Agreement for Professional Services (this “Agreement”) is entered into as of the 29th day of September, 2025 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and YOSH ENTERPRISES INC. dba ORION SECURITY, a California corporation, located at 675 East Gish Road, San Jose, CA 95112 (“CONSULTANT”). The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference: RECITALS A. CITY intends to issue a contract (the “Project”) and desires to engage a consultant to provide unarmed security officers services for the Municipal Service Center and the Regional Water Quality Control Plant in connection with the Project (the “Services”, as detailed more fully in Exhibit A). B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree as follows: SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit A in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. Optional On-Call Provision (This provision only applies if checked and only applies to on-call agreements.) CITY may elect to, but is not required to, authorize on-call Services up to the maximum compensation amount set forth in Section 4 (Not to Exceed Compensation). CONSULTANT shall provide on-call Services only by advanced, written authorization from CITY as detailed in this Section. On-call Services, if any, shall be authorized by CITY, as needed, with a Task Order assigned and approved by CITY’s Project Manager, as identified in Section 13 (Project Management). Each Task Order shall be in substantially the same form as Exhibit A-1 entitled “PROFESSIONAL SERVICES TASK ORDER”. Each Task Order shall contain a specific scope of services, schedule of performance and maximum compensation amount, in accordance with the provisions of this Agreement. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 4  Packet Pg. 84 of 436  Professional Services Rev. Oct 16,2024 Page 2 of 28 Compensation for on-call Services shall be specified by CITY in the Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum. To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s Project Manager within the time specified by the Project Manager, and upon authorization by CITY (defined as counter-signature by the CITY Project Manager), the fully executed Task Order shall become part of this Agreement. The cumulative total compensation due to CONSULTANT for all Task Orders issued under this Agreement shall not exceed the amount of compensation set forth in Section 4. CONSULTANT shall only be compensated for on-call Services performed under an authorized Task Order and only up to the maximum compensation amount set forth in Section 4. Performance of and payment for any on-call Services are subject to all requirements and restrictions in this Agreement. SECTION 2. TERM. The term of this Agreement shall be from November 1, 2025, through October 31, 2030, unless terminated earlier pursuant to Section 19 (Termination) of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed One Million Four Hundred Forty-Eight Thousand Two Hundred Sixty Dollars ($1,448,260.00). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. Optional Additional Services Provision (This provision applies only if checked and a not-to-exceed compensation amount for Additional Services is allocated below under this Section 4.) In addition to the not-to-exceed compensation specified above, CITY has set aside the not- to-exceed compensation amount of Dollars ($ ) for the performance of Additional Services (as defined below). The total compensation for performance of the Services, Additional Services and any reimbursable expenses specified in Exhibit C, shall not exceed Dollars ($ ), as detailed in Exhibit C. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 5  Packet Pg. 85 of 436  Professional Services Rev. Oct 16,2024 Page 3 of 28 “Additional Services” means any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described at Exhibit A. CITY may elect to, but is not required to, authorize Additional Services up to the maximum amount of compensation set forth for Additional Services in this Section 4. CONSULTANT shall provide Additional Services only by advanced, written authorization from CITY as detailed in this Section. Additional Services, if any, shall be authorized by CITY with a Task Order assigned and authorized by CITY’s Project Manager, as identified in Section 13 (Project Management). Each Task Order shall be in substantially the same form as Exhibit A-1, entitled “PROFESSIONAL SERVICES TASK ORDER”. Each Task Order shall contain a specific scope of services, schedule of performance and maximum compensation amount, in accordance with the provisions of this Agreement. Compensation for Additional Services shall be specified by CITY in the Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum. To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s Project Manager within the time specified by the Project Manager, and upon authorization by CITY (defined as counter-signature by the CITY Project Manager), the fully executed Task Order shall become part of this Agreement. The cumulative total compensation to CONSULTANT for all Task Orders authorized under this Agreement shall not exceed the amount of compensation set forth for Additional Services in this Section 4. CONSULTANT shall only be compensated for Additional Services performed under an authorized Task Order and only up to the maximum amount of compensation set forth for Additional Services in this Section 4. Performance of and payment for any Additional Services are subject to all requirements and restrictions in this Agreement. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the Services performed and the applicable charges (including, if applicable, an identification of personnel who performed the Services, hours worked, hourly rates, and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s invoices shall be subject to verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the address specified in Section 13 (Project Management) below. CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it, its employees and subcontractors, if any, possess the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All Services to be furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 6  Packet Pg. 86 of 436  Professional Services Rev. Oct 16,2024 Page 4 of 28 SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement, as amended from time to time. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs, including, but not limited to, increases in the cost of Services, arising from or caused by CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such errors and omissions, any change order markup costs, or costs arising from delay caused by the errors and omissions or unreasonable delay in correcting the errors and omissions. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s stated construction budget by ten percent (10%) or more, CONSULTANT shall make recommendations to CITY for aligning the Project design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs the Services requested by CITY under this Agreement. CONSULTANT and any agent or employee of CONSULTANT will not have employee status with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY pertaining to or in connection with any retirement, health or other benefits that CITY may offer its employees. CONSULTANT will be responsible for all obligations and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income tax withholdings, workers’ compensation, unemployment compensation, insurance, and other similar responsibilities related to CONSULTANT’s performance of the Services, or any agent or employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as creating an employment or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by which such a result is obtained. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written approval of the City Manager. Any purported assignment made without the prior written approval of the City Manager will be void and without effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the parties. SECTION 12. SUBCONTRACTING. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 7  Packet Pg. 87 of 436  Professional Services Rev. Oct 16,2024 Page 5 of 28 Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the Services to be performed under this Agreement without the prior written authorization of the City Manager or designee. In the event CONSULTANT does subcontract any portion of the work to be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and omissions of subcontractors. Option B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) above, CITY agrees that subcontractors may be used to complete the Services. The subcontractors authorized by CITY to perform work on this Project are: CONSULTANT shall be responsible for directing the work of any subcontractors and for any compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with the prior written approval of the City Manager or designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Thomas Pratt Jr. as the CONSULTANT’s Project Manager, Telephone: 408-287-4411 ext. 105, Email: tpratt@orionsecurity.com to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT’s Project Manager or any other of CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Services or a threat to the safety of persons or property. CITY’s Project Manager is Ivan Zhang, Public Works Department, Facilities Division, Municipal Service Center, 3201 E. Bayshore Rd., Palo Alto, CA 94303, Telephone: 650-496-6993, Email: ivan.zhang@paloalto.gov. CITY’s Project Manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. CITY may designate an alternate Project Manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications, computations, models, recordings, data, documents, and other materials and copyright interests developed under this Agreement, in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work product pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall make any of such work product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the Scope of Services. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 8  Packet Pg. 88 of 436  Professional Services Rev. Oct 16,2024 Page 6 of 28 SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized representatives to audit, at any reasonable time during the term of this Agreement and for four (4) years from the date of final payment, CONSULTANT’s records pertaining to matters covered by this Agreement, including without limitation records demonstrating compliance with the requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain and retain accurate books and records in accordance with generally accepted accounting principles for at least four (4) years after the expiration or earlier termination of this Agreement or the completion of any audit hereunder, whichever is later. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorney’s fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of, or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its officers, employees, agents or contractors under this Agreement. 16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 29.4 of this Agreement. No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance. Any waiver granted shall apply solely to the specific instance expressly stated. No single or partial exercise of any right or remedy will preclude any other or further exercise of any right or remedy. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 9  Packet Pg. 89 of 436  Professional Services Rev. Oct 16,2024 Page 7 of 28 authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination. 19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such work product is the property of CITY, as detailed in Section 14 (Ownership of Materials). 19.3. In event of suspension or termination, CONSULTANT will be paid for the Services rendered and work products delivered to CITY in accordance with the Scope of Services up to the effective date in the notice of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services provided in material conformity with this Agreement as such determination is made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 10  Packet Pg. 90 of 436  Professional Services Rev. Oct 16,2024 Page 8 of 28 survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25, 27, 28, 29 and 30. 19.4. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made in accordance with Section 17 (Waivers). SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement. CONSULTANT shall provide written notice to CITY of any change of address. SECTION 21. CONFLICT OF INTEREST. 21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subcontractors or other persons or parties having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any conflict arises. 21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by the Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act of 1974, as amended from time to time. SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA. 22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person’s race, skin color, gender, gender Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 11  Packet Pg. 91 of 436  Professional Services Rev. Oct 16,2024 Page 9 of 28 identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. 22.2. CONSULTANT understands and agrees that pursuant to the Americans Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, CONSULTANT shall comply with the following Zero Waste requirements: (a) All printed materials provided by CONSULTANT to CITY generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable-based inks. (b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office. (c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE. CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, CONSULTANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code Section 4.62.060. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 12  Packet Pg. 92 of 436  Professional Services Rev. Oct 16,2024 Page 10 of 28 SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS. 26.1. This Project is not subject to prevailing wages and related requirements. CONSULTANT is not required to pay prevailing wages and meet related requirements under the California Labor Code and California Code of Regulations in the performance and implementation of the Project if the contract: (1) is not a public works contract; (2) is for a public works construction project of $25,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or (3) is for a public works alteration, demolition, repair, or maintenance project of $15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j). SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes of this Section 27, a “9204 Public Works Project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”. This Project is not a 9204 Public Works Project. SECTION 28. CONFIDENTIAL INFORMATION. 28.1. In the performance of this Agreement, CONSULTANT may have access to CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need to know in order to perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality and security obligations of this Agreement. 28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 13  Packet Pg. 93 of 436  Professional Services Rev. Oct 16,2024 Page 11 of 28 intangible, provided or otherwise made available to CONSULTANT by CITY, directly or indirectly, pursuant to this Agreement. Confidential Information excludes information that CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of CONSULTANT without any use of or access to the Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY. 28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to the extent required by order of a court of competent jurisdiction or governmental body, provided that CONSULTANT will notify CITY in writing of such order immediately upon receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing so), to give CITY an opportunity to oppose or otherwise respond to such order. 28.4. CONSULTANT will notify City promptly upon learning of any breach in the security of its systems or unauthorized disclosure of, or access to, Confidential Information in its possession or control, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq., as applicable, as amended from time to time. 28.5. Prior to or upon termination or expiration of this Agreement, CONSULTANT will honor any request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and nothing contained in this Agreement grants or confers any rights to such Confidential Information on CONSULTANT. 28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions. SECTION 29. MISCELLANEOUS PROVISIONS. 29.1. This Agreement will be governed by California law, without regard to its conflict of law provisions. 29.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 29.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 29.4. This Agreement, including all exhibits, constitutes the entire and integrated Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 14  Packet Pg. 94 of 436  Professional Services Rev. Oct 16,2024 Page 12 of 28 agreement between the parties with respect to the subject matter of this Agreement, and supersedes all prior agreements, negotiations, representations, statements and undertakings, either oral or written. This Agreement may be amended only by a written instrument, which is signed by the authorized representatives of the parties and approved as required under Palo Alto Municipal Code, as amended from time to time. 29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect. 29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control. 29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement. 29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement. 29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement. SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein: EXHIBIT A: SCOPE OF SERVICES EXHIBIT B: SCHEDULE OF PERFORMANCE EXHIBIT C: COMPENSATION EXHIBIT C-1: SCHEDULE OF RATES EXHIBIT D: INSURANCE REQUIREMENTS THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 15  Packet Pg. 95 of 436  Professional Services Rev. Oct 16,2024 Page 13 of 28 CONTRACT NO. C26194249 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement as of the date first above written. CITY OF PALO ALTO ____________________________ City Manager APPROVED AS TO FORM: __________________________ City Attorney or designee YOSH ENTERPRISES INC. dba ORION SECURITY By: ________________________________ Name: ______________________________ Title: _______________________________ By: ________________________________ Name: ______________________________ Title: _______________________________ Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Yosh Gahramani CEO Joseph Baba President Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 16  Packet Pg. 96 of 436  Professional Services Rev. Oct 16,2024 Page 14 of 28 EXHIBIT A SCOPE OF SERVICES CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”. Notwithstanding any provision herein to the contrary, CONSULTANT’s duties and services described in this Scope of Services shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Scope of Services. CONTRACTOR shall supply all labor, materials, equipment and incidentals necessary to provide unarmed security officers services for the Municipal Service Center (MSC) and the Regional Water Quality Control Plant. The Municipal Service Center (MSC) - Located at 3201 East Bayshore Road, Palo Alto. Requires two unarmed uniformed security officers with operation hours from 6 am to 5 pm, Monday through Friday, excluding holidays. The morning shift shall be from 6:00 am to 2:30 pm and the later (mid-morning) shift shall be from 8:30 am to 5:00 pm. The different time shifts will allow for coverage at the guard shack during lunch and regularly scheduled breaks, as well as restroom breaks. A lunch break of 30 minutes is allotted for each security officer. The City will not pay for this lunch break for the security officers. The Regional Water Quality Control Plant (WQCP) - Located at 2501 Embarcadero Way, Palo Alto. Requires two unarmed uniformed security officers with operation hours from 5:30 am to 4 pm, Monday through Friday, excluding holidays. The morning shift shall be from 5:30 am to 2:00 pm and the later (mid-morning) shift shall be from 7:30 am to 4:00 pm. The different time shifts will allow for coverage at the guard shack during lunch and regularly scheduled breaks, as well as restroom breaks. A lunch break of 30 minutes is allotted for each security officer. The City will not pay for this lunch break for the security officers. Additional Security Services: All locations may require additional security services for special events and/or special circumstances. The City may request to add additional locations at a later date. The Contractor shall notify the City’s designated Project Manager at least 24 hours in advance if for any reason the security officers cannot meet the required schedule. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 17  Packet Pg. 97 of 436  Professional Services Rev. Oct 16,2024 Page 15 of 28 Holidays: Scope of Work for Municipal Service Center A. Work to be Performed: 1. A security sweep and inspection of the entire MSC facility will occur between 6:00 am – 6:30 a.m. and again between 4:30 p.m. and 5:00 p.m. Inspections will include perimeter fence lines, building exterior doors, storage containers, employee parking lots, and all vehicle and pedestrian gates. 2. The front vehicle gate will be open from 6:30 a.m. to 4:30 p.m. 3. At least one officer will be at the guard shack from 6:30 a.m. to 4:30 p.m. 4. A security sweep and inspection of the entire MSC facility will occur at 9:15 am after he/she takes their morning break and again at 1:30 pm before morning guard leaves at 2:30 pm. Security sweep and inspection will be continuous while there are two guards are present. Inspections will include perimeter fence lines, building exterior doors, storage containers, employee parking lots, and all vehicle and pedestrian gates. 5. On a quarterly basis, the Contractor will send the City’s Project Manager a proposed schedule of the officers on duty, which will include the name of each security personnel, working hours, and emergency contact number for each employee. The City of Palo Alto understands that the staffing schedule submitted may be subject to change. 6. All non-City vehicles and pedestrians will be stopped at the gate before entry. 7. All visitors must have an appointment with staff on site. City Staff will send an email or call the security guard shack to notify the security officers of who the visitor/s will be and what time to expect them. 8. Security officer will call the City staff when the visitor arrives to authorize the entry of the visitor. Visitors are not allowed entry until contact is made with City staff. 9. Security officer will log visitor’s name, driver license number, company name, 1. January 1 - New Year’s Day 2. 3rd Monday in January - Martin Luther King Jr. 3. 3rd Monday in February - Lincoln’s Birthday 4. Last Monday in May – Memorial Day 5. 4th of July 6. 1st Monday of September - Labor Day 7. 2nd Monday of October – Columbus Day 8. November 11 - Veteran’s Day 9. Thanksgiving Day 10. Day after Thanksgiving 11. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 18  Packet Pg. 98 of 436  Professional Services Rev. Oct 16,2024 Page 16 of 28 date, and time. 10. Visitors will be given a visitor badge and a parking pass if they are parking in the yard. A parking pass is not required if the visitor parks outside of the yard in visitor parking. 11. Security officer must retrieve the guest passes and parking pass when visitors exit. 12. All non-city vehicles will be checked visually prior to exiting the MSC. This will not include checking secured vehicle areas such as trunks or enclosed truck boxes, but a brief visual inspection of the interior of the vehicle and/or open truck bed. 13. Stores Shipping and Receiving hours are from 7:00 a.m. to 3:00p.m. a) No deliveries are allowed inside the yard outside of the Stores’ hours. b) Regular deliveries such as UPS, FedEx, DHL, Amazon, etc. do not need to be checked in or out. Security officers will direct them to the Building A Stores loading docks. c) It is the responsibility of the second guard to monitor these deliveries to verify the drivers stay near the loading dock area. 14. Other vendors and contractors that are not required to be checked in and out. a) Garbage trucks that are picking up garbage or fueling with CNG. b) Palo Alto School District buses fueling with CNG. c) Debris box trucks. d) Street sweeper contractor. e) Tow trucks dropping off or picking up City vehicles. f) Material supplier delivery trucks such as Home Depot, Grainger, Ferguson, Pinecone Lumber, etc. 15. Perform inspections, detection, and investigation of all security-related incidents, violations of City regulations and City employee safety, and report to appropriate authorities and the Project Manager. 16. Respond promptly and appropriately to all security-related emergencies. 17. Patrol the entire facility to provide a visible presence to discourage vandalism or unauthorized entry throughout the day. 18. Notify the appropriate law enforcement agency and Project Manager of any unlawful activity. 19. Immediate threats must be reported immediately to public safety officials and in person or by phone to the City’s Project Manager or Assistant Director Public Works for Public Services, or the Facilities Dept Helpdesk (in that order). Non- urgent issues must be reported by next business day via email to the City’s Project Manager. 20. Contractor will issue parking tickets for parking violations such as illegal parking, not parking within designated lines, not displaying parking permit, etc. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 19  Packet Pg. 99 of 436  Professional Services Rev. Oct 16,2024 Page 17 of 28 B. Officer Check In/Out Procedure: 1. Officers will badge in through the employee person gate at the front of the yard at the beginning of each shift. 2. Officers will badge out through the employee person gate at the front of the yard at the end of each shift. C. Personnel Requirements: 1. Officer Uniforms a) All security officers must always wear a security uniform. b) The uniform must have the word “Security” on the front and back of the uniform, in conformance with the State of California requirements. c) The name of the individual officer will be on the front of the uniform. d) All uniforms (collar shirts and pants) will be cleaned and pressed regularly. e) All collar shirts will be tucked in neatly with dark color slacks and shoes. f) High visibility apparel and/or reflective vest is recommended due to the requirement of working in vehicle traffic situations. g) All uniforms will be approved by the City’s Project Manager prior to wearing them onsite. 2. Officer Qualifications: a) Be able to communicate effectively in both written and oral English. b) Possess a valid California Driver’s License or Identification. c) Be a legal resident of the United States of America. d) Have successfully completed the educational requirements and successfully passed the examinations required by the State of California, Department of Consumer Affairs. e) Be capable of performing the assigned tasks. f) Passed background check and have no disqualifying criminal conviction record as determined by City. g) Must ensure that at least one person every day has a working knowledge of the MSC. h) Possess a current security guard card. 3. Code of Conduct a) Security staff will always stand and greet every vehicle (even City marked vehicles) as it arrives to make their presence known to arriving visitors. b) Communications should be firm but polite with all visitors and staff. c) Violators of the security Standard Operating Procedure will be identified to the Project Manager immediately. d) No security staff is allowed on the premises outside of the assigned hours unless authorized by the City’s Project Manager. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 20  Packet Pg. 100 of 436  Professional Services Rev. Oct 16,2024 Page 18 of 28 e) The City Guard shack will always be properly maintained. f) Computer, phone, and radio issued by the City will be kept in good condition. g) Security staff will only park in assigned parking spaces. h) Security staff is not allowed to have visitors while on duty. i) Security staff will not leave the site without notifying the Project Manager D. Equipment: 1. Contractor will furnish all equipment necessary to perform the work. 2. All equipment will be kept in good condition. 3. Required equipment will include but not be limited to: a) Flashlights and two-way radios/smart phones. b) Appropriate winter and summer wear for staff meeting guidelines in the “Personnel” section above. E. Reports 1. Security Officers will be responsible for the following reports. a) Daily visitor log sheets. b) Contractor will submit to the City’s Project Manager an Incident Report for any security related issue. c) Contractor may use their own forms, subject to prior approval from the City’s Project Manager. All reports should be submitted via email. All reports prepared during the term of this Contract will become the property of the City. F. Officer Wages 1. Contractor must follow the federal, state, and local minimum wage law each year of the contract. G. Invoicing 1. Contractor will submit monthly invoices at the beginning of each month, no later than the 5th of each month and the invoices will only include staff hours worked. 2. Contractor will include time sheets for each staff that worked during the billing cycle. H. Replacement of Security Guards 1. City reserve the right to refuse or reject any personnel, who, in the City’s Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 21  Packet Pg. 101 of 436  Professional Services Rev. Oct 16,2024 Page 19 of 28 belief, fails to meet the minimum requirements. Scope of Work for Regional Water Quality Control Plant A. Work to be Performed: 1. Security sweeps and inspections of the entire WQCP will occur as required throughout the day. Inspections will include perimeter fence lines, building exterior doors, storage containers, employee parking lots, and all vehicle and pedestrian gates. 2. The front vehicle gate will be open from 5:30 a.m. to 4:00 p.m. 3. At least one officer will be at the guard shack from 5:30 a.m. to 4:00 p.m. 4. On a quarterly basis, the Contractor will send the City’s Project Manager a proposed schedule of the officers on duty, which will include the name of each security personnel, working hours, and emergency contact number for each employee. The City of Palo Alto understands that the staffing schedule submitted may be subject to change. 5. All non-City vehicles and pedestrians will be stopped at the gate before entry. 6. All visitors must have an appointment with staff on site. City Staff will send an email or call the security guard shack to notify the security officers of who the visitor/s will be and what time to expect them. 7. Security officer will call the City staff when the visitor arrives to authorize the entry of the visitor. Visitor is not allowed entry until contact is made with City staff. 8. Security officer will log visitor’s name, driver license number, company name, date, and time. 9. Visitors will be given a visitor badge and a parking pass if they are parking in the yard. 10. Security officer must retrieve the guest passes and parking pass when visitors exit. 11. All non-city vehicles will be checked visually prior to exiting the MSC. This will not include checking secured vehicle areas such as trunks or enclosed truck boxes, but a brief visual inspection of the interior of the vehicle and/or open truck bed. 12. Stores Shipping and Receiving hours are from 6:00 a.m. to 2:00p.m. a) No deliveries are allowed inside the yard outside of the Stores’ hours unless approved by plant employees in advance. b) Regular deliveries such as UPS, FedEx, DHL, Amazon, etc. do not need to be checked in or out. Security officers will direct them to the Building A Stores loading docks. c) It is the responsibility of the second guard to monitor these deliveries to verify the drivers stay near the loading dock area. 13. Other vendors and contractors that are not required to be checked in and out. a) Garbage trucks that are picking up garbage. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 22  Packet Pg. 102 of 436  Professional Services Rev. Oct 16,2024 Page 20 of 28 b) Debris box trucks. c) Street sweeper contractor. d) Tow trucks dropping off or picking up City vehicles. e) Material supplier delivery trucks such as Home Depot, Grainger, Ferguson, Pinecone Lumber, etc. 14. When two guards are present, escort delivery drivers or other visitors to their destination, if RWQCP staff are unable to assist and the visitor might get lost. 15. Issue clean bottles to identified Septic Haulers for the Septic Haulers to use in collecting a sample. Guards are not expected to handle or be exposed to wastewater samples. Turn away Septic Haulers during periods of temporary shutdowns of the discharge location and/or when specific haulers are no longer in good standing as identified by the City’s Project Manager. 16. Perform periodic security checks on exterior roadways surrounding the RWQCP, reporting any issues to an authorized RWQCP supervisor or designated operator in charge. 17. If requested in future when technology provisions are changed at the RWQCP, do the following: (a) use city provided computer to authorize entry by approved back gate entrants via the back gate camera feed and a remote entry access authorization on guard shack’s phone keypad; and (b) monitor RWQCP camera feeds for security issues on city provided computer, reporting any issues to an authorized RWQCP supervisor or designated operator in charge. 18. Perform inspections, detection, and investigation of all security-related incidents, violations of City regulations and City employee safety, and report to appropriate authorities and the Project Manager. 19. Respond promptly and appropriately to all security-related emergencies. 20. Patrol the entire facility to provide a visible presence to discourage vandalism or unauthorized entry throughout the day. 21. Notify the appropriate law enforcement agency and Project Manager of any unlawful activity. 22. Immediate threats at the WQCP must be reported immediately to public safety officials and in person or by phone to the onsite Operations Supervisor/Senior Operator, Assistant Manager of WQCP, and/or Plant Manager. (in that order). Non-urgent issues must be reported by next business day via email to the City’s Project Manager. 23. WQCP employee and visitor parking lots are within the facility. Employees will enter the front main vehicle gate via the security service or through the key-code entry back vehicle gate. 24. Visitors to the WQCP with a legitimate business purpose are authorized to park inside the WQCP. City employees can park their personal vehicles inside the WQCP. 25. Issue and receive tickets to recycled water trucks filling up at the recycled water Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 23  Packet Pg. 103 of 436  Professional Services Rev. Oct 16,2024 Page 21 of 28 standpipe; turn away recycled water trucks without a legitimate permit to use the standpipe. B. Personnel Requirements: 1. Officer Uniforms a) All security officers must always wear a security uniform. b) The uniform must have the word “Security” on the front and back of the uniform, in conformance with the State of California requirements. c) The name of the individual officer will be on the front of the uniform. d) All uniforms (collar shirts and pants) will be cleaned and pressed regularly. e) All collar shirts will be tucked in neatly with dark color slacks and shoes. f) High visibility apparel and/or reflective vest is recommended due to the requirement of working in vehicle traffic situations. g) All uniforms will be approved by the City’s Project Manager prior to wearing them onsite. 2. Officer Qualifications: a) Be able to communicate effectively in both written and oral English. b) Possess a valid California Driver’s License or Identification. c) Be a legal resident of the United States of America. d) Have successfully completed the educational requirements and successfully passed the examinations required by the State of California, Department of Consumer Affairs. e) Be capable of performing the assigned tasks. f) Passed background check and have no disqualifying criminal conviction record as determined by City. g) Must ensure that at least one person every day has a working knowledge of the MSC. h) Possess a current security guard card. 3. Code of Conduct a) Security staff will always stand and greet every vehicle (even City marked vehicles) as it arrives to make their presence known to arriving visitors. b) Communications should be firm but polite with all visitors and staff. c) Violators of the security Standard Operating Procedure will be identified to the Project Manager immediately. d) No security staff is allowed on the premises outside of the assigned hours unless authorized by the City’s Project Manager. e) The City Guard shack will always be properly maintained. f) Computer, phone, and radio issued by the City will be kept in good condition. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 24  Packet Pg. 104 of 436  Professional Services Rev. Oct 16,2024 Page 22 of 28 g) Security staff will only park in assigned parking spaces. h) Security staff is not allowed to have visitors while on duty. i) Security staff will not leave the site without notifying the Project Manager. C. Equipment: 1. Contractor will furnish all equipment necessary to perform the work. 2. All equipment will be kept in good condition. 3. Required equipment will include but not be limited to: a) Flashlights and two-way radios/smart phones. b) Appropriate winter and summer wear for staff meeting guidelines in the “Personnel” section above. D. Reports 1. Security Officers will be responsible for the following reports. a) Daily visitor log sheets. b) Contractor will submit to the City’s Project Manager an Incident Report for any security related issue. c) Contractor may use their own forms, subject to prior approval from the City’s Project Manager. All reports should be submitted via email. All reports prepared during the term of this Contract will become the property of the City. E. Officer Wages 1. Contractor must follow the federal, state, and local minimum wage law each year of the contract. F. Invoicing 1. Contractor will submit monthly invoices at the beginning of each month, no later than the 5th of each month and the invoices will only include staff hours worked. 2. Contractor will include time sheets for each staff that worked during the billing cycle. G. Replacement of Security Guards 1. City reserve the right to refuse or reject any personnel who, in the City’s belief, fails to meet the minimum requirement Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 25  Packet Pg. 105 of 436  Professional Services Rev. Oct 16,2024 Page 23 of 28 EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall provide the unarmed security officers according to the Scope of Services listed in Exhibit A as directed by the city project manager. Optional Schedule of Performance Provision for On-Call or Additional Services Agreements. (This provision only applies if checked and only applies to on-call agreements per Section 1 or agreements with Additional Services per Section 4.) The schedule of performance shall be as provided in the approved Task Order, as detailed in Section 1 (Scope of Services) in the case of on-call Services, or as detailed in Section 4 in the case of Additional Services, provided in all cases that the schedule of performance shall fall within the term as provided in Section 2 (Term) of this Agreement. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 26  Packet Pg. 106 of 436  Professional Services Rev. Oct 16,2024 Page 24 of 28 EXHIBIT C COMPENSATION CITY agrees to compensate CONSULTANT for the Services performed in accordance with the terms and conditions of this Agreement, including Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4 of the Agreement), based on the hourly rate schedule attached as Exhibit C-1. The compensation to be paid to CONSULTANT under this Agreement for all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), shall not exceed the amount(s) stated in Section 4 of this Agreement. CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY. REIMBURSABLE EXPENSES CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder. Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are: NONE up to the not-to-exceed amount of: $0.00. A. Travel outside the San Francisco Bay Area, including transportation and meals, if specified as reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses. B. Long-distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges, if specified as reimbursable, will be reimbursed at actual cost. All requests for reimbursement of expenses, if any are specified as reimbursable under this section, shall be accompanied by appropriate backup documentation and information. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 27  Packet Pg. 107 of 436  Professional Services Rev. Oct 16,2024 Page 25 of 28 EXHIBIT C-1 SCHEDULE OF RATES CONSULTANT’s schedule of rates is as follows: November 1, 2025 through October 31, 2026 - Year One Bid Item Unit applicable taxes, profit, insurance, bonds, and other Unit Price per Hour 1 Hours $ 31.40 2 Hours Water Quality Control Plant (WQCP) per the $ 31.40 3 Hours unarmed security services at the Municipal Service $ 47.10 4 Hours unarmed security services at the Regional Water Quality $ 47.10 November 1, 2026 through October 31, 2027 - Year Two Bid Item Unit applicable taxes, profit, insurance, bonds, and other Unit Price per Hour 1 Hours $ 31.65 2 Hours Water Quality Control Plant (WQCP) per the $ 31.65 3 Hours unarmed security services at the Municipal Service $ 47.48 4 Hours unarmed security services at the Regional Water Quality $ 47.48 November 1, 2027 through October 31, 2028 - Year Three Bid Item Unit applicable taxes, profit, insurance, bonds, and other Unit Price per Hour 1 Hours $ 31.90 2 Hours Water Quality Control Plant (WQCP) per the $ 31.90 Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 28  Packet Pg. 108 of 436  Professional Services Rev. Oct 16,2024 Page 26 of 28 3 Hours unarmed security services at the Municipal Service $ 47.85 4 Hours unarmed security services at the Regional Water Quality $ 47.85 November 1, 2028 through October 31, 2029 - Year Four Bid Item Unit applicable taxes, profit, insurance, bonds, and other Unit Price per Hour 1 Hours $ 32.15 2 Hours Water Quality Control Plant (WQCP) per the $ 32.15 3 Hours unarmed security services at the Municipal Service $ 48.23 4 Hours unarmed security services at the Regional Water Quality $ 48.23 November 1, 2029 through October 31, 2030 - Year Five Bid Item Unit applicable taxes, profit, insurance, bonds, and other Unit Price per Hour 1 Hours $ 32.40 2 Hours Water Quality Control Plant (WQCP) per the $ 32.40 3 Hours unarmed security services at the Municipal Service $ 48.60 4 Hours unarmed security services at the Regional Water Quality $ 48.60 Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 29  Packet Pg. 109 of 436  Professional Services Rev. Oct 16,2024 Page 27 of 28 EXHIBIT D INSURANCE REQUIREMENTS CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN. REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO INDEMNIFY CITY. II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING EMAIL: PurchasingSupport@PaloAlto.Gov III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS: A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 30  Packet Pg. 110 of 436  Professional Services Rev. Oct 16,2024 Page 28 of 28 B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL: Purchasingsupport@PaloAlto.Gov Docusign Envelope ID: F8562A78-140E-481F-8A94-22F72C2FF628 Item 9 Attachment A - Orion Security; Contract C26194249        Item 9: Staff Report Pg. 31  Packet Pg. 111 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Community Services Meeting Date: September 29, 2025 Report #:2506-4767 TITLE Approval of Professional Services Agreement C26195459 with Project Safety Net, Inc. in an amount not-to-exceed $300,000 to Provide Youth Mental Health and Suicide Prevention Support for a term ending June 30, 2028; CEQA Status – Not a Project. RECOMMENDATION Staff recommends that Council approve and authorize the City Manager or their designee to execute Contract No. C26195459 (Attachment A), with Project Safety Net to provide youth mental health and suicide prevention support for one year not to exceed $100,000 with options to renew for up to two additional years at $100,000 per year. The City Manager or their designee may authorize and execute the options. The total not-to-exceed is $300,000 for a term ending June 30, 2028. BACKGROUND Project Safety Net (PSN) is a collaborative community network formed in response to the tragic teen suicide clusters the Palo Alto community experienced between May 2009 and January 2010. PSN’s mission is to mobilize community support and resources in Palo Alto for youth suicide prevention and mental wellness. PSN is a coalition working on community education, outreach, and training; access to quality youth mental health services; and policy advocacy. PSN’s vision is “young people are empowered, in partnership with the whole community, to advocate for themselves and their peers. Youth suicide is ended. Stigma is non-existent, and high-quality mental health services are culturally relevant, accessible, and well-utilized. A community where youth and young adults feel safe, supported, and accepted.” The PSN collaborative includes mental health organizations, nonprofits, youth organizations, faith-based organizations, individuals, Palo Alto Unified School District and City of Palo Alto staff. Additional information on Project Safety Net’s background, strategic road map, and resources can be found on their website at psnyouth.org. Item 10 Item 10 Staff Report        Item 10: Staff Report Pg. 1  Packet Pg. 112 of 436  Project Safety Net was originally within the City’s Community Services Department, however; beginning Fiscal Year (FY) 2021, (July 1, 2020) Project Safety Net, Inc. (PSN, Inc.) operated as an independent entity. Project Safety Net, Inc. became registered as an incorporated nonprofit with the State of California on April 23, 2020 and subsequently obtained 501(c)3 tax exemption status. The City’s financial support continued at a level of $100,000 for a five-year period beginning in FY 2021 through June 30, 2025. During this time, PSN has organized community meetings, mental health and suicide prevention trainings for youth and adults, partnered with the City and other community partners on special events, and provided postvention support following a youth suicide. ANALYSIS Item 10 Item 10 Staff Report        Item 10: Staff Report Pg. 2  Packet Pg. 113 of 436  provided. The Jed Foundation’s scope can be described as shorter term, over a period of 24 months with ongoing support as needed, while Project Safety Net’s work is continuous and longer term, providing consistent presence in the Palo Alto community. FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 10 Item 10 Staff Report        Item 10: Staff Report Pg. 3  Packet Pg. 114 of 436  Professional Services Rev. Oct 16,2024 Page 1 of 18 CITY OF PALO ALTO CONTRACT NO. C26195459 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PALO ALTO AND PROJECT SAFETY NET INC. This Agreement for Professional Services (this “Agreement”) is entered into as of the 29th day of September, 2025 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and PROJECT SAFETY NET, INC., a non-profit organization, located at 4000 Middlefield Road, Bldg. T2, Palo Alto, CA 94303 (“CONSULTANT”). The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference: RECITALS A. CITY intends to provide youth and teens mental wellness support and suicide prevention (the “Project”) and desires to engage a consultant to provide services in connection with the Project (the “Services”), as detailed more fully in Exhibit A). B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree as follows: SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit A in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Agreement shall be from October 1, 2025 through September 30, 2026 with the option to renew for two (2) periods, of one (1) year each, upon mutual agreement and written amendment of this agreement, unless terminated earlier pursuant to Section 19 (Termination) of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 4  Packet Pg. 115 of 436  Professional Services Rev. Oct 16,2024 Page 2 of 18 CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed One Hundred Thousand Dollars ($100,000). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit annual invoices to the CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the address specified in Section 13 (Project Management) below. CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it, its employees and subcontractors, if any, possess the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All Services to be furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement, as amended from time to time. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs, including, but not limited to, increases in the cost of Services, arising from or caused by CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections of such errors and omissions, any change order markup costs, or costs arising from delay caused by the errors and omissions or unreasonable delay in correcting the errors and omissions. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s stated construction budget by ten percent (10%) or more, CONSULTANT shall make recommendations to CITY for aligning the Project design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 5  Packet Pg. 116 of 436  Professional Services Rev. Oct 16,2024 Page 3 of 18 SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs the Services requested by CITY under this Agreement. CONSULTANT and any agent or employee of CONSULTANT will not have employee status with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY pertaining to or in connection with any retirement, health or other benefits that CITY may offer its employees. CONSULTANT will be responsible for all obligations and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income tax withholdings, workers’ compensation, unemployment compensation, insurance, and other similar responsibilities related to CONSULTANT’s performance of the Services, or any agent or employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as creating an employment or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by which such a result is obtained. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written approval of the City Manager. Any purported assignment made without the prior written approval of the City Manager will be void and without effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the parties. SECTION 12. SUBCONTRACTING. Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the Services to be performed under this Agreement without the prior written authorization of the City Manager or designee. In the event CONSULTANT does subcontract any portion of the work to be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and omissions of subcontractors. CONSULTANT shall be responsible for directing the work of any subcontractors and for any compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with the prior written approval of the City Manager or designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Peying Lee Email: peying@psnyouth.org as the CONSULTANT’s Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT’s Project Manager or any other of CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 6  Packet Pg. 117 of 436  Professional Services Rev. Oct 16,2024 Page 4 of 18 personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Services or a threat to the safety of persons or property. CITY’s Project Manager is Kristen O’Kane, Community Services Department, 1305 Middlefield Palo Alto, CA, zipcode: 94301, Telephone:(650) 463-4908. CITY’s Project Manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. CITY may designate an alternate Project Manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications, computations, models, recordings, data, documents, and other materials and copyright interests developed under this Agreement, in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work product pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall make any of such work product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the Scope of Services. SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized representatives to audit, at any reasonable time during the term of this Agreement and for four (4) years from the date of final payment, CONSULTANT’s records pertaining to matters covered by this Agreement, including without limitation records demonstrating compliance with the requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain and retain accurate books and records in accordance with generally accepted accounting principles for at least four (4) years after the expiration or earlier termination of this Agreement or the completion of any audit hereunder, whichever is later. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorney’s fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of, or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its officers, employees, agents or contractors under this Agreement. 16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 7  Packet Pg. 118 of 436  Professional Services Rev. Oct 16,2024 Page 5 of 18 operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 29.4 of this Agreement. No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance. Any waiver granted shall apply solely to the specific instance expressly stated. No single or partial exercise of any right or remedy will preclude any other or further exercise of any right or remedy. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 8  Packet Pg. 119 of 436  Professional Services Rev. Oct 16,2024 Page 6 of 18 notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination. 19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such work product is the property of CITY, as detailed in Section 14 (Ownership of Materials). 19.3. In event of suspension or termination, CONSULTANT will be paid for the Services rendered and work products delivered to CITY in accordance with the Scope of Services up to the effective date in the notice of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services provided in material conformity with this Agreement as such determination is made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25, 27, 28, 29 and 30. 19.4. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made in accordance with Section 17 (Waivers). SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement. CONSULTANT shall provide written notice to CITY of any change of address. SECTION 21. CONFLICT OF INTEREST. 21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 9  Packet Pg. 120 of 436  Professional Services Rev. Oct 16,2024 Page 7 of 18 would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subcontractors or other persons or parties having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any conflict arises. 21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by the Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act of 1974, as amended from time to time. SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA. 22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person’s race, skin color, gender, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. 22.2. CONSULTANT understands and agrees that pursuant to the Americans With Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, CONSULTANT shall comply with the following Zero Waste requirements: (a) All printed materials provided by CONSULTANT to CITY generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 10  Packet Pg. 121 of 436  Professional Services Rev. Oct 16,2024 Page 8 of 18 submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable-based inks. (b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office. (c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE. CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, CONSULTANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code Section 4.62.060. SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS. 26.1. This Project is not subject to prevailing wages and related requirements. CONSULTANT is not required to pay prevailing wages and meet related requirements under the California Labor Code and California Code of Regulations in the performance and implementation of the Project if the contract: (1) is not a public works contract; (2) is for a public works construction project of $25,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or (3) is for a public works alteration, demolition, repair, or maintenance project of $15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j). SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes of this Section 27, a “9204 Public Works Project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 11  Packet Pg. 122 of 436  Professional Services Rev. Oct 16,2024 Page 9 of 18 This Project is not a 9204 Public Works Project. SECTION 28. CONFIDENTIAL INFORMATION. 28.1. In the performance of this Agreement, CONSULTANT may have access to CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need to know in order to perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality and security obligations of this Agreement. 28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or intangible, provided or otherwise made available to CONSULTANT by CITY, directly or indirectly, pursuant to this Agreement. Confidential Information excludes information that CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of CONSULTANT without any use of or access to the Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY. 28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to the extent required by order of a court of competent jurisdiction or governmental body, provided that CONSULTANT will notify CITY in writing of such order immediately upon receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing so), to give CITY an opportunity to oppose or otherwise respond to such order. 28.4. CONSULTANT will notify City promptly upon learning of any breach in the security of its systems or unauthorized disclosure of, or access to, Confidential Information in its possession or control, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq., as applicable, as amended from time to time. 28.5. Prior to or upon termination or expiration of this Agreement, CONSULTANT will honor any request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and nothing contained in this Agreement grants or confers any rights to such Confidential Information on CONSULTANT. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 12  Packet Pg. 123 of 436  Professional Services Rev. Oct 16,2024 Page 10 of 18 28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions. SECTION 29. MISCELLANEOUS PROVISIONS. 29.1. This Agreement will be governed by California law, without regard to its conflict of law provisions. 29.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 29.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 29.4. This Agreement, including all exhibits, constitutes the entire and integrated agreement between the parties with respect to the subject matter of this Agreement, and supersedes all prior agreements, negotiations, representations, statements and undertakings, either oral or written. This Agreement may be amended only by a written instrument, which is signed by the authorized representatives of the parties and approved as required under Palo Alto Municipal Code, as amended from time to time. 29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect. 29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control. 29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement. 29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement. 29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement. SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein: Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 13  Packet Pg. 124 of 436  Professional Services Rev. Oct 16,2024 Page 11 of 18 EXHIBIT A: SCOPE OF SERVICES EXHIBIT B: SCHEDULE OF PERFORMANCE EXHIBIT C: COMPENSATION EXHIBIT D: INSURANCE REQUIREMENTS THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 14  Packet Pg. 125 of 436  Professional Services Rev. Oct 16,2024 Page 12 of 18 CONTRACT No. C26195459 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement as of the date first above written. CITY OF PALO ALTO City Manager APPROVED AS TO FORM: City Attorney or designee PROJECT SAFETY NET INC. Officer 1 By: Name: Title: Officer 2 By: Name: Title: Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Board Chair Peter Stone Peying Lee Director of Community Partnerships Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 15  Packet Pg. 126 of 436  Professional Services Rev. Oct 16,2024 Page 13 of 18 EXHIBIT A SCOPE OF SERVICES CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”. Notwithstanding any provision herein to the contrary, CONSULTANT’s duties and services described in this Scope of Services shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Scope of Services. 1. Introduction From June 2020 to July 2025, Project Safety Net (PSN) provided services to the City of Palo Alto by planning community meetings, coordinating mental health and suicide prevention training for teens and adults, and provided communications support during postvention after youth suicide.  2. Scope of Work 1. Collaboration Convenings: Facilitating Collaboration and Coordination to align around youth mental health promotion and suicide prevention A. Organize and facilitate collaboration convenings with the City’s designated representatives, PSN coalition members, and youth and adult community members to identify opportunities to collaborate, complement, or amplify each other’s work related to youth mental health promotion and suicide prevention in the City of Palo Alto. Topics include but are not limited to recommending funding opportunities for youth mental health; understanding opportunities to advance means restriction policies; and identifying challenges and opportunities related to outreach, services, resources, and education. B. Serve as primary liaison to designated representatives from the City of Palo Alto, Palo Alto Unified School District, and service providers for collaboration convenings. o Designated Representatives from the City of Palo Alto include, but are not limited to: Community Services Department, Library, Police Department, Office of Emergency Services, City consultants. o Designated Representatives from PSN’s coalition and local service providers include, but are not limited to: Adolescent Counseling Services, allcove Palo Alto, Children’s Health Council, Kara, Youth Community Service. o Designated Representatives from the community of Palo Alto include but are not limited to: Palo Alto Youth Council, Teen Advisory Board, Teen Library Advisory Board, PTA Council. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 16  Packet Pg. 127 of 436  Professional Services Rev. Oct 16,2024 Page 14 of 18 2. Crisis Communications Support and Collaboration To Enhance Youth Suicide Postvention Protocols A. Continue to improve the youth suicide prevention protocols with feedback from the City, partners, and JED Foundation. B. Provide crisis communications support and guidance to help timely and effective dissemination of information to the community during a postvention response to youth suicide death in the City of Palo Alto.  3. Community Engagement and Education A. Organize community meetings to involve teens, parents, community organizations, experts, and members of the broader community and provide space to network, build skills, and share information and resources related to youth mental health promotion and suicide prevention topics. B. Work with City of Palo Alto’s designated representatives, consultants and contractors to implement community outreach, engagement, and education as it relates to youth mental health promotion and suicide prevention. Deliverables: 1. Collaboration Convenings: Up to two meetings on Youth Mental Health Promotion and Suicide Prevention. A summary report shall be prepared in the form agreed upon by the City and Project Safety Net. 2. Crisis Communications Support and Collaboration: Participation in discussion with the City, partners, and the JED Foundation related to suicide prevention and Postvention Protocols. 3. Community meetings: Up to four meetings. 4. Annual Activities Report: Activities related to this Scope of Services shall be completed and submitted to the City on October 15, 2026. A summary report shall be prepared in the form agreed upon by the City and Project Safety Net. 4. Time Schedule • The time schedule of activities will be determined and revised by the City and Project Safety Net. • Services shall commence on October 1, 2025 through September 30, 2026. Task    Timeframe     TBD    TBD     Community meetings (4)  TBD  Annual Report on Activities      5. Requirements • The City of Palo Alto requires mention of its name in all materials that acknowledge donors in any public announcements or publicity regarding funded programs. • The City of Palo Alto will provide suitable meeting spaces and necessary services to maintain the spaces, including janitorial services, maintenance, utilities, and technology support. • Project Safety Net shall comply with the Americans with Disabilities Act (ADA) Of 1990. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 17  Packet Pg. 128 of 436  Professional Services Rev. Oct 16,2024 Page 15 of 18 EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services within the terms of this Agreement and as detailed in Exhibit A. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 18  Packet Pg. 129 of 436  Professional Services Rev. Oct 16,2024 Page 16 of 18 EXHIBIT C COMPENSATION CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below, provided that the total compensation for the Services, including any specified reimbursable expenses, and the total compensation for Additional Services (if any, per Section 4 of the Agreement) do not exceed the amounts set forth in Section 4 of this Agreement. CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY. BUDGET SCHEDULE TASK NOT TO EXCEED AMOUNT 00,000 0 Total for Services and Reimbursable Expenses $100,000 Maximum Total Compensation $100,000 REIMBURSABLE EXPENSES CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder. Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are: NONE up to the not-to-exceed amount of: $0.00. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 19  Packet Pg. 130 of 436  Professional Services Rev. Oct 16,2024 Page 17 of 18 EXHIBIT D INSURANCE REQUIREMENTS CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN. REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO INDEMNIFY CITY. II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING EMAIL: Purchasingsupport@PaloAlto.Gov III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS: A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 20  Packet Pg. 131 of 436  Professional Services Rev. Oct 16,2024 Page 18 of 18 B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL: Purchasingsupport@PaloAlto.Gov Docusign Envelope ID: FF71C364-10C3-46C3-8826-53E86B6C2123 Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 21  Packet Pg. 132 of 436  Certificate Of Completion Envelope Id: FF71C364-10C3-46C3-8826-53E86B6C2123 Status: Completed Subject: Complete with Docusign: 9.9.25 Updated Final C26195459 Project Safety Net.pdf Source Envelope: Document Pages: 18 Signatures: 2 Envelope Originator: Certificate Pages: 2 Initials: 0 Alice Harrison AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 alice.harrison@paloalto.gov IP Address: 170.85.54.83 Record Tracking Status: Original 9/9/2025 2:25:36 PM Holder: Alice Harrison alice.harrison@paloalto.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Palo Alto Location: Docusign Signer Events Signature Timestamp Peter Stone pstone@ridgelinelawoffice.com Board Chair Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 73.162.145.54 Sent: 9/9/2025 2:27:46 PM Viewed: 9/9/2025 2:43:39 PM Signed: 9/9/2025 2:44:41 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Peying Lee peying@psnyouth.org Director of Community Partnerships Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 2600:1702:3c30:5810:e0d3:2a82:5b38:134a Sent: 9/9/2025 2:44:42 PM Viewed: 9/9/2025 2:57:13 PM Signed: 9/10/2025 3:50:16 PM Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cayla Koga cayla.koga@paloalto.gov Administrative Assistant City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 9/10/2025 3:50:18 PM Electronic Record and Signature Disclosure: Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 22  Packet Pg. 133 of 436  Carbon Copy Events Status Timestamp Not Offered via Docusign Kristen O'kane kristen.o'kane@paloalto.gov Security Level: Email, Account Authentication (None) Sent: 9/10/2025 3:50:18 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/9/2025 2:27:46 PM Certified Delivered Security Checked 9/9/2025 2:57:13 PM Signing Complete Security Checked 9/10/2025 3:50:16 PM Completed Security Checked 9/10/2025 3:50:18 PM Payment Events Status Timestamps Item 10 Attachment A - Project Safety Net; Contract C26195459        Item 10: Staff Report Pg. 23  Packet Pg. 134 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: City Attorney Meeting Date: September 29, 2025 Report #:2509-5182 TITLE Authorization to Execute Amendment to Legal Services Contract S24190674 with Jeffrey Oneal dba Rankin Oneal to Increase Amount by $85,000 for Total Not-to-Exceed Amount of $170,000; CEQA Status – Not a Project. RECOMMENDATION Authorize the City Attorney or designee to amend the contract for litigation defense services with the law firm of Jeffrey Oneal dba Rankin Oneal (Contract S24190674) to increase the contract amount by $85,000 for a total not-to-exceed amount of $170,000. BACKGROUND In April 2023, the City entered into a three-year agreement (S24190674) in the amount of $85,000 with Jeffrey Oneal dba Rankin Oneal for defense services in the case of McGavock v. City of Palo Alto, et al. Santa Clara County Case No. 23-CV-413813. Staff now seeks authority to increase the contract amount by $85,000 which will bring the new not to exceed amount to $170,000. This matter is scheduled for jury trial in October. The amendment is expected to fund legal services through trial. FISCAL/RESOURCE IMPACT Funding for this amendment does not require additional budgetary authority as it can be accommodated within existing funding allocated to the City Attorney’s Office as part of the FY 2026 Adopted Operating Budget. STAKEHOLDER ENGAGEMENT The City Attorneys Office works closely with the City Manager and department personnel on dispute resolution and defense. ENVIRONMENTAL REVIEW Amendment of a legal services contract is not a project requiring environmental review under the California Environmental Quality Act (CEQA) (See CEQA Guidelines Item 11 Item 11 Staff Report        Item 11: Staff Report Pg. 1  Packet Pg. 135 of 436  15378(b)(5), administrative activities that will not result in direct or indirect physical changes in the environment). APPROVED BY: Item 11 Item 11 Staff Report        Item 11: Staff Report Pg. 2  Packet Pg. 136 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: City Manager Meeting Date: September 29, 2025 Report #:2509-5211 TITLE The City Schools Liaison Committee Recommends Approval of Professional Services Contract Number C26195844 with the JED Foundation for a Not-to-Exceed Amount of $149,000 for Technical Assistance, Evaluation, and Support Regarding Youth and Young Adult Mental Health Programs for a Period of Two Years; CEQA Status - Not a Project RECOMMENDATION The City Schools Liaison Committee recommends that the City Council approve and authorize the City Manager or their designee to execute the contract No. C26195844 with the JED Foundation to provide technical assistance, evaluation, and support regarding youth and young adult mental health programs for a term of two (2) years and a total not to exceed of $149,000. BACKGROUND The Jed Foundation (JED) is a nonprofit devoted to emotional health and suicide prevention for teens and young adults nationwide. At the April 1, 2025 City Schools Liaison Committee, the Committee discussed a possible partnership with the JED Foundation. The Committee approved the following: Refer the JED Foundation proposal and further refine the scope with stakeholders to the City Council for Council discussion and potential direction and for continued collaboration with the School District. During the FY 2026 City budget discussions, the City Council expressed support for moving forward with an agreement with JED. ANALYSIS Since budget adoption, City staff and the City Council members of the City Schools Liaison Committee further refined the scope with the JED Foundation, resulting in the scope of services provided in Attachment A. A complete recommended agreement will be attached to this report Item 12 Item 12 Staff Report        Item 12: Staff Report Pg. 1  Packet Pg. 137 of 436  on September 25. The agreement refers to the Palo Alto Unified School District (PAUSD) for specific needs, which have been coordinated with PAUSD. The City Schools Liaison Committee reviewed and discussed the draft scope at the September 11 Committee meeting1. The Committee passed the following two (2) motions: A: To recommend the JED proposal to the City Council for approval. (B) To refer to the [PAUSD] School Board the consideration of 1. Potential partnership between the JED foundation (and/or other third-party mental health consultants) and the school district; 2. Continued collaboration between the City and the school district, beyond the components currently in the JED proposal o Opportunities for grief processing and community healing o Gap Analysis and Postvention Guide o Community-wide safe messaging o Data analysis o Communication o Gap Analysis o Guidance and education on lethal means reduction o Policy review/ development o Youth focus group o High School survey (public and private) o Peer Task Force o Roadmap of potential future activities o Evaluate existing tools 1 September 11, 2025 City Schools Liaison Committee meeting, Item E: Item 12 Item 12 Staff Report        Item 12: Staff Report Pg. 2  Packet Pg. 138 of 436  o Potential survey on youth access o Curate a list of resources and tools o Advise on resources webpage - Task 5: Trainings to Build Knowledge and Skills - $23,400 o Provide 6 workshops/ trainings for youth, educators, parents, staff The JED Foundation will work collaboratively with Project Safety Net (PSN) as well as PAUSD. The specific actions related to PAUSD include: •That PAUSD will be asked provide local schools' data related to mental health •As appropriate, PAUSD will be asked to share progress updates with PAUSD families •PAUSD review of JED high school survey tool and, if concurred by PAUSD, then PAUSD assistance in sharing the survey with PAUSD youth FISCAL/RESOURCE IMPACT The total not-to-exceed amount for this contract is $149,000, which includes $140,000 for services and $9,000 for travel for up to six (6) visits. This contract funding will be split over two (2) fiscal years (FY) with $79,000 of the services provided in FY 2026 and $70,000 in FY 2027. The FY 2026 Adopted Budget includes the first-year contract costs in the General Fund Community Services Department budget for youth mental health. Funding in FY 2027 is subject to City Council approval as part of the annual budget process. STAKEHOLDER ENGAGEMENT Staff received feedback on this proposal at both City School Liaison Committee meetings as well as feedback from the City Council members of the City Schools Liaison Committee between the two meetings (per the Committee recommendation). ENVIRONMENTAL REVIEW Approval of this contract is not a project under CEQA regulation 15061(b)(3). ATTACHMENTS Attachment A: DRAFT Scope of Work with JED Foundation (As shared with City Schools Liaison Committee; full contract will be late packet) APPROVED BY: Ed Shikada, City Manager Item 12 Item 12 Staff Report        Item 12: Staff Report Pg. 3  Packet Pg. 139 of 436  DRAFT Scope of Work for Contract with JED Foundation As of Sept. 4, 2025 The JED Foundation (CONSULTANT) will provide strategic planning, technical assistance (TA), prevention and postvention consultation to the City of Palo Alto. CONSULTANT will provide the services described in this scope of work in a 18-24 month time period for a Not to Exceed amount of $149,000 which includes $140,000 for services and $9,000 as a not to exceed for eligible reimbursable travel expenses. This contract can be amended in the future to add additional scope of a Phase 2 upon mutual agreement of the parties and identified funding. CONSULTANT will provide the following services in partnership with the CITY’s Project Manager. Task 1: Provide Postvention Support CONSULTANT will provide the following deliverables for postvention services: 1. Meetings, Interviews, Focus Groups: CONSULTANT will directly facilitate and coordinate among local providers opportunities for postvention grief processing and community healing in the wake of recent losses and historic suicide cluster events. Consultant will engage Project Safety Net (PSN) for historical knowledge, insight and experience. 2. Gap Analysis Write Up and Postvention Guide: CONSULTANT will conduct a gap analysis of the current systems of postvention support, followed by the creation of a co-designed and customized postvention guide to improve responses to loss by suicide (and other unexpected loss) and reduce the likelihood that other individuals will die by suicide following a loss. CITY will review a draft of the report and guide and provide comments before the report and guide are finalized. 3. Messaging Write Ups: CONSULTANT will assist with community-wide safe messaging (including news shared in local newspapers, community groups and memorials in the community) to reduce the likelihood that other individuals will die by suicide following a loss. Task 2: Strengthen Prevention Efforts CONSULTANT will provide the following deliverables for prevention services: 1. Data Analysis: CONSULTANT will provide data analysis with at least the following data: a. Regional: local data will be compiled to identify the leading methods of suicide in the region and potential “hotspots” in an effort to create multipronged approaches to reducing access to lethal means. b. Local Schools Data: In partnership with the CITY, CONSULTANT will request data from the Palo Alto Unified School District (PAUSD) that relates to mental health support of the student population; CONSULTANT will leverage that data to inform citywide prevention efforts for Palo Alto youth (particularly the K-12 population). 2. Communication: a. CONSULTANT, in partnership with the CITY, will share this scope of work and progress updates to PAUSD and will highlight if the update information is suggested to be broadly shared with PAUSD families. 3. Gap Analysis Write Up on Prevention: CONSULTANT will conduct a gap analysis of the current programs and services for youth mental health support in Palo Alto, particularly including identifying those programs and services offered by or financially supported by the City. The gap analysis will evaluate services offered by age, accessibility of services, supports for specific demographic groups, availability of types of mental health support services, etc. CONSULTANT and CITY will agree on what is included in the study and CONSULTANT will produce a report with Item 12 Attachment A - DRAFT Scope of Work with JED Foundation (As shared with City Schools Liaison Committee; full contract will be late packet)        Item 12: Staff Report Pg. 4  Packet Pg. 140 of 436  findings. CONSULTANT will make recommendations on evidence-based programs and interventions for suicide prevention in communities. The CITY will review a draft of the report and provide comments before the report is finalized. 4. Advising on Reduction of Lethal Means: CONSULTANT will provide concrete guidance to reduce access to lethal means, including but not limited to: AI assisted surveillance along the rails, temporary suicide barriers and deterrents (e.g. nylon netting at common entry points), hopeful signage with specific low and no cost help-seeking options visible, messaging campaigns about the benefits of mental health care, and regular environmental scans. This information will be shared with the CITY through written report and meetings 5. Safety education for local agencies: CONSULTANT will conduct 2 four-hour trainings as customized, citywide lethal means safety education. CONSULTANT will help train more local providers in the use and implementation of research-based individual approaches to reducing access to lethal means (e.g., Counseling on Access to Lethal Means). 6. Policy Development: CONSULTANT will assist in policy review and/or development, based on the results of the gap analysis, to create clear systems of response and intervention to assist in a mental health crisis. This can include reviewing and updating existing policies and/or developing new policies. Task 3: Facilitate Youth Engagement CONSULTANT understands that voice, agency, and purpose are essential to healthy development and wellness. JED will work with youth leaders, community organizations, and other stakeholders to ensure that Palo Alto’s young people are central to this work. CONSULTANT recommends the following elements to amplify youth voice and to increase youth engagement: 1. JED will seek to better understand the needs of Palo Alto’s teens and young adults by recruiting a diverse sample of participants (approximately 30 - 50) to take part in a series of small (6-8), structured focus groups regarding the Palo Alto mental health ecosystem (access, awareness, acceptability). The methodology will include an IRB review, a hybrid model (in-person, anonymous remote), an interview schedule of key questions and follow-up probes, and a fully informed consent process. 2. Survey Administration and Analysis: CONSULTANT will administer its well-developed JED High School Survey where possible for Palo Alto youth in public and private schools. If the survey is used at PAUSD, it is subject to concurrence by PAUSD to ensure it is not duplicative of other PAUSD survey tools. The survey tool is intended to get a clearer picture of the mental health needs and help-seeking preferences among Palo Alto teens. The CITY and CONSULTANT will request support from local private schools and PAUSD (as appropriate given note above) to help share the survey to Palo Alto youth. 3. CONSULTANT will work with the CITY to explore the creation of a Peer Task Force to ensure that young people are meaningfully represented. 4. CONSULTANT will help to generate a roadmap of potential future activities and goals of the Youth Task Force, as well as guidance on overall convening structure and the prioritization of initial Task Force activities and agendas. Task 4: Advise on the City of Palo Alto’s Citywide Campaign/Communications: CONSULTANT can provide up to 40 hours of expert guidance on campaign concepts and materials to help ensure their effectiveness and impact. This could include reviewing and sharing expert feedback on creative briefs and materials, and/or informing potential impact goals and measures. Further details: Item 12 Attachment A - DRAFT Scope of Work with JED Foundation (As shared with City Schools Liaison Committee; full contract will be late packet)        Item 12: Staff Report Pg. 5  Packet Pg. 141 of 436  1. CONSULTANT will evaluate the City’s existing communication tools for sharing resources about youth mental health and share best practices or share additional tools the City could consider using. This can be a smaller write up. 2. CONSULTANT will potentially survey about youth access of CITY-provided services, if needed beyond the gap analysis and communication tools evaluation listed above. 3. CONSULTANT will curate a set of existing, evidence-based resources tailored to the goals and objectives of the campaign for licensed use, e.g. on the citywide campaign landing page. These resources might include digital tools, storytelling content, or social-first assets designed to provide trustworthy information about mental health, including recognizing signs of distress; supporting open conversation, connection, and help-seeking behaviors; and offering specialized information for a wide range of feelings, situations, and identities. Examples include: Mental Health Resource Center content, videos featuring expert advice and voices of lived experience like Caleb Williams, research reports, and social media assets. 4. Advise on rebuilding of CITY mental health resources webpage to ensure user friendliness for ease of accessing resources. Task 5: Trainings to Build Knowledge and Skills CONSULTANT will provide six (6) standard workshops/trainings with three (3) in person and (3) virtually. The standard workshops and training can be tailored to address the needs of specific groups. The workshop/training final topics will be settled upon by the CITY and CONSULTANT based on specific needs of the Palo Alto community, but some example workshop/training topics include: ● JED’s “You Can Help” training equips participants to understand youth mental health, recognize signs of distress, learn how to respond, and know when and how to connect young people to professional resources. JED has developed specialized versions of this training for youth, educator, and parent audiences. ● “Creating an Inclusive Community of Care” covers the connection between belonging and mental well-being, identifies the core elements of a culture of care, and offers proven strategies to combat stigma among historically marginalized groups. It’s recommended for leaders and staff members of organizations that work with young people. ● “It’s Okay to Say Suicide” Being able to talk openly about suicide opens the door for people to get help. We are here to not only tell you it’s OK to say suicide, we’re here to show you how. The target audiences for the Palo Alto-specific workshops/trainings will be determined by the City of Palo Alto based on community need. Examples include community groups, schools, school districts, etc. Travel for Contract: Based on the scope of work, travel is required for the CONSULTANT. With the expectation that CONSULTANT will deliver services within Palo Alto, the reimbursable travel not to exceed cost is $9,000. Option to Amend Contract to Add Additional Scope: Upon interest, funding, and agreement of both parties, this contract can be amended to add additional scope related to co-creating and supporting a youth mental health summit and to build capacity for sustainable engagement, prevention, and postvention. Further scope would be developed for this additional work upon interest, funding, and agreement of both parties. Item 12 Attachment A - DRAFT Scope of Work with JED Foundation (As shared with City Schools Liaison Committee; full contract will be late packet)        Item 12: Staff Report Pg. 6  Packet Pg. 142 of 436  Contract Timeline Below is the estimated timing for the Tasks within this report. Task # Description Estimated Completion Date Contract Cost Estimates Below is the estimated pricing for the Tasks within this report. Task # Description Estimated Cost For the Task Travel Costs not to exceed: $9,000 for 6 trips Item 12 Attachment A - DRAFT Scope of Work with JED Foundation (As shared with City Schools Liaison Committee; full contract will be late packet)        Item 12: Staff Report Pg. 7  Packet Pg. 143 of 436  City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2509-5230 TITLE SECOND READING: Ordinance of the Council of the City of Palo Alto Amending the Fiscal Year 2026 Municipal Fee Schedule to Amend and Remove Various Fees (FIRST READING: September 8,2025 PASSED: 7-0) BACKGROUND The City Council heard this item on September 8, 2025 for a first reading and approved it on a 7-0 vote. No changes were made to the ordinance, and it is now before the City Council for a second reading. ATTACHMENTS Attachment A: Ordinance of the Council of the City of Palo Alto Amending the FY 26 Municipal Fee Schedule to Amend and Remove Various Fees APPROVED BY: Mahealani Ah Yun, City Clerk Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 1  Packet Pg. 144 of 436  *NOT YET APPROVED* 1 141_20250818_ts24 Ordinance No. ___ Ordinance of the Council of the City of Palo Alto Amending the Fiscal Year 2026 Municipal Fee Schedule to Amend and Remove Various Fees The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. On June 16, 2025, the City Council adopted Ordinance 5658, which adopted the City’s budget for fiscal year 2026 (FY26). Ordinance 5658 included the FY26 Municipal Fee Schedule. B. The City Council now desires to amend the FY26 Municipal Fee Schedule through this Ordinance to adjust the fee amounts for specific fees and remove some fees. SECTION 2. The Council of the City of Palo Alto amends the Fiscal Year 2026 Municipal Fee Schedule by adjusting certain fee amounts, removing certain fees, and establishing a new fee for permits for residential gas water and space heating equipment as set forth in Exhibit “A” and incorporated herein by reference. SECTION 3. The fees amended in this Ordinance are not taxes, as defined by Article XIII C of the California Constitution, because one or more exceptions enumerated in subdivision (e) of Section 1 of Article XIII C apply, and the fee amounts are no more than necessary to cover the reasonable costs of the governmental activity, and that the manner in which those costs are allocated to a payor bear a fair or reasonable relationship to the payor’s burdens on, or benefits received from, the governmental activity. SECTION 4. The Council finds that this ordinance is not a “project” under CEQA because amending the Municipal Fee Schedule is a government funding mechanisms or fiscal activity which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment. CEQA Guidelines section 15378(b)(4). // // // // // Item 13 Attachment A - Ordinance Amending the FY26 Municipal Fee Schedule and to Amend and Remove Various Fees        Item 13: Staff Report Pg. 2  Packet Pg. 145 of 436  *NOT YET APPROVED* 2 141_20250818_ts24 SECTION 5. This ordinance shall be effective upon adoption as an amendment to the City’s FY26 budget. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ Assistant City Attorney City Manager ____________________________ Director of Administrative Services Item 13 Attachment A - Ordinance Amending the FY26 Municipal Fee Schedule and to Amend and Remove Various Fees        Item 13: Staff Report Pg. 3  Packet Pg. 146 of 436  *NOT YET APPROVED* 3 141_20250818_ts24 Exhibit A (see following page) Item 13 Attachment A - Ordinance Amending the FY26 Municipal Fee Schedule and to Amend and Remove Various Fees        Item 13: Staff Report Pg. 4  Packet Pg. 147 of 436  List of Fee Changes Exhibit A  Department   Service ‐ Fee Title   FY 2026 Adopted   FY 2026 Update Note Administrative Services Documents and Photocopies ‐ Black & White ‐ All Sizes Single: $0.16/page; Double‐Sided: $0.32/page Single: $0.15/page; Double‐Sided: $0.30/page Placeholder rate maintained to avoid interim  overcharging Administrative Services Documents and Photocopies ‐ Color (1‐100) 8.5" x 11" Single: $0.43/page; Double‐Sided: $0.86/page   Single: $0.40/page; Double‐Sided: $0.80/page Placeholder rate maintained to avoid interim  overcharging Administrative Services Documents and Photocopies ‐ Color (1‐100) 8.5" x 14"  Single  Single: $0.75/page; Double‐Sided: $1.50/page   Single: $0.70/page; Double‐Sided: $1.40/page Placeholder rate maintained to avoid interim  overcharging Administrative Services Documents and Photocopies ‐  ‐ Color Ink Jet Plot ‐ 18"  x 24" Single: $0.85/page; Double‐Sided $1.70/page   Single: $0.80/page; Double‐Sided $1.60/page Placeholder rate maintained to avoid interim  overcharging General Citywide Plans, Standards & Large Format Printing ‐ Color Ink Jet  Plot ‐ 18" x 24" $3.20 per page   $3.00 per page Placeholder rate maintained to avoid interim  overcharging General Citywide Plans, Standards & Large Format Printing ‐ Color Ink Jet  Plot ‐ 24" x 36" $6.40 per page Color Ink Jet Plot ‐ 36" x 48" $12.80 per page   $6.00 per page Color Ink Jet Plot ‐ 36" x 48" $12.00 per page Placeholder rate maintained to avoid interim  overcharging General Citywide Plans, Standards & Large Format Printing ‐ Color Ink Jet  Plot ‐ 36" x 48" $12.80 per page   $12.00 per page Placeholder rate maintained to avoid interim  overcharging General Citywide Plans, Standards & Large Format Printing ‐ Small  Format B&W Prints  8.5"x11" $0.16 and 11"x17" $0.27   8.5"x11" $0.15 and 11"x17" $0.25 Placeholder rate maintained to avoid interim  overcharging General Citywide Plans, Standards & Large Format Printing ‐ Small  Format Color Prints  8.5" x 11" $0.43 and 11" x 17" $0.86   8.5" x 11" $0.40 and 11" x 17" $0.80 Placeholder rate maintained to avoid interim  overcharging General Citywide Plans, Standards & Large Format Printing ‐ Standard  Color/Mono 8.5" x 11" and 11" x 17" $1.28 each   $1.20 each Placeholder rate maintained to avoid interim  overcharging General Citywide Plans, Standards & Large Format Printing ‐ Standard  Drawings & Specifications  $19.20 each   $18.00 each Placeholder rate maintained to avoid interim  overcharging Community Services Adoptions ‐ Dogs (6 months ‐ 5 years) Resident: $175.00 per pet Non‐Resident: $205.00 per pet   Resident: $175.00 per pet Non‐Resident: $175.00 per pet Vendor sets pricing Community Services Adoptions ‐ Dogs (under 6 months) Resident: $300.00 per pet Non‐Resident: $350.00 per pet   Resident: $300.00 Non‐Resident: $300.00 Vendor sets pricing Community Services Animal Services ‐ Routine Deworming (roundworms  and hookworms) $75.00 per pet   $10.00 per pet Vendor sets pricing Community Services Facilities Rental ‐ Art Studio Short Term  Resident: $114.00 per week Non‐Resident: $131.00 per week   Resident: $1.14 per sq ft per month Non‐Resident: $1.27 per sq ft per month  Room sizes vary; fees are based on the square footage  of the assigned room. Planning & Development  Services Rental Registry  Exempt: $0 per unit Non‐Exempt: $0 per unit   Exempt: $0 per unit Non‐Exempt: $35.00 per unit FY 2026 exemption approved; non‐exempt fee omitted Planning & Development  Services Residential Gas Water and Space Heating Equipment - Stand Alone  N/A $328.00  per permit Unsubsidized cost: $633 - $806 Fire Compliance ‐ Alarm Registration Fee ‐ New  $56.00 per incident  Removed Sunsetting; intended for deletion based on discussions,  but never formally removed Fire Compliance ‐ Alarm Registration Fee ‐ Renewal  $42.00 per incident   Removed Sunsetting; intended for deletion based on discussions,  but never formally removed Fire Compliance ‐ Alarm Registration Fee ‐ Late Fee  $20.00 per incident  Removed Sunsetting; intended for deletion based on discussions,  but never formally removed Fire Compliance ‐ Alarm Registration Reinstatement  $20.00 per incident   Removed Sunsetting; intended for deletion based on discussions,  but never formally removed Fire Compliance ‐ Returned Check Fee  $25.00 per incident   Removed Sunsetting; intended for deletion based on discussions,  but never formally removed Fire Fire Department Training (Full Day)$167.00 per class  Removed Not used in over decade; intended for deletion but  never formally removed Fire Fire Department Training (Half Day or Less)$83.00 per class  Removed Not used in over decade; intended for deletion but  never formally removed Item 13Attachment A - OrdinanceAmending the FY26Municipal Fee Schedule andto Amend and RemoveVarious Fees       Item 13: Staff Report Pg. 5  Packet Pg. 148 of 436  City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2509-5231 TITLE SECOND READING: Ordinance Amending PAMC Chapter 10.56 (Special Speed Zones) to Update Speed Limit Studies for 22 Streets and Decrease the Speed Limit for a Portion of Deer Creek Road (FIRST READING: September 8,2025 PASSED: 7-0) BACKGROUND The City Council heard this item on September 8, 2025 for a first reading and approved it on a 7-0 vote. No changes were made to the ordinance, and it is now before the City Council for a second reading. ATTACHMENTS Attachment A: Ordinance Amending PAMC Chapter 10.56 APPROVED BY: Mahealani Ah Yun, City Clerk Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 1  Packet Pg. 149 of 436  NOT YET APPROVED Attachment B 1 Ordinance No. _____ Ordinance of the Council of the City of Palo Alto Amending Sections of Chapter 10.56 (“Special Speed Zones”) of Title 10 (Vehicles and Traffic) to Reflect the 2024 Traffic Survey and Reduce the Speed Limit for a Portion of Deer Creek Road. The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. In conjunction with this ordinance, the City Council approved the “2024 Engineering & Traffic Survey” (Traffic Survey) for the City of Palo Alto. The survey was conducted by TJKM under contract by the City. B. Based on the findings of the Traffic Survey, the City now desires to amend the Palo Alto Municipal Code (PAMC) through this ordinance to indicate the latest survey completion date for 22 road segments and change the speed limit for one road segment – Deer Creek Road – from 40 to 35 mph. SECTION 2. Chapter 10.56.010 of the Palo Alto Municipal Code is hereby amended to read as follows (new text is underlined, deleted text is in strikethrough): 10.56.010 Twenty-five miles per hour prima facie speed limit justified. It is determined that the state twenty-five miles per hour prima facie speed limit for business or residence districts is justified, as required by state law, with respect to the following streets or portions of streets by engineering and traffic surveys conducted by the city and completed on the dates shown below: Road Segment Name Survey Completion Date Alma St from El Camino Real to University Ave September 2023June 2014 Amaranta Ave from Los Robles Ave to Maybell Ave November 2017 Arboretum Rd from Sand Hill Rd to Quarry Rd November 2017 Birch St from California Ave to Page Mill Exp November 2017 California Ave from El Camino Real to Hanover St November 2017 Charleston Rd from Fabian Way to South City Limit September 2023June 2014 Charleston Rd from Middlefield Rd to Fabian Way September 2023 Charleston Rd from El Camino Real to Alma St September 2023 Channing Ave from W Bayshore Rd to Newell Rd November 2017 Channing Ave from Newell Rd to Guinda Ave November 2017 Channing Ave from Guinda Ave to Alma St November 2017 Item 14 Attachment A - Ordinance Amending PAMC Chapter 10        Item 14: Staff Report Pg. 2  Packet Pg. 150 of 436  NOT YET APPROVED Attachment B 2 Charleston Rd from Alma St to Middlefield Rd September 2023November 2017 Churchill Ave from Embarcadero Rd to Alma St November 2017 Churchill Ave from Alma St to El Camino Real November 2017 Colorado Ave from W Bayshore Rd to Middlefield Rd November 2017 E Meadow Dr from W Bayshore Rd to Louis Rd November 2017 E Meadow Dr from Louis Rd to Alma St November 2017 El Camino Way from Los Robles Ave to Maybell Ave September 2023November 2017 Embarcadero Rd from El Camino Real to Alma St October 2023June 2014 Guinda Ave from Lytton Ave to Channing Ave November 2017 Hamilton Ave from Middlefield Rd to Alma St November 2017 High St from Lytton Ave to Channing Ave November 2017 Homer Ave from Guinda Ave to Alma St November 2017 Laguna Ave from Matadero Ave to Los Robles Ave November 2017 Lambert Ave from Park Blvd to El Camino Real November 2017 Loma Verde Ave from W Bayshore Rd to Middlefield Rd November 2017 Loma Verde Ave from Middlefield Rd to Alma St November 2017 Los Robles Ave from Laguna Ave to El Camino Real November 2017 Louis Rd from Embarcadero Rd to Oregon Exp November 2017 Louis Rd from Oregon Exp to Loma Verde Rd September 2023November 2017 Louis Rd from Loma Verde Rd to Charleston Rd September 2023November 2017 Lytton Ave from Alma St to Middlefield Rd November 2017 Middlefield Rd from University Ave to Embarcadero Rd September 2023June 2014 Middlefield Rd from University Av to Northern City Limits September 2023 Newell Rd from East City Limit to Channing Ave November 2017 Newell Rd from Channing Ave to Embarcadero Rd November 2017 N California Ave from Embarcadero Rd to Middlefield Rd September 2023November 2017 N California Ave from Middlefield Rd to Alma St November 2017 Item 14 Attachment A - Ordinance Amending PAMC Chapter 10        Item 14: Staff Report Pg. 3  Packet Pg. 151 of 436  NOT YET APPROVED Attachment B 3 Park Blvd from California Ave to Lambert Ave September 2023November 2017 Peter Coutts Rd from Stanford Ave to Page Mill Rd November 2017 Porter Dr from Hillview Ave to Page Mill Rd September 2023November 2017 Quarry Rd from El Camino Real to Campus Dr October 2023November 2017 Stanford Ave from El Camino Real to Peter Coutts Rd November 2017 Blvd Waverley St from Lytton Ave to Channing Ave November 2017 Waverley St from Channing Ave to Embarcadero Rd November 2017 W Meadow Dr from Alma St to El Camino Way November 2017 SECTION 3. Chapter 10.56.015 of the Palo Alto Municipal Code is hereby amended to read as follows: 10.56.015 Thirty miles per hour prima facie speed limit. It is determined and justified upon the basis of engineering and traffic surveys that a speed greater than the twenty-five miles per hour prima facie speed limit set forth in Section 22352 of the Vehicle Code of the state, would facilitate the orderly movement of vehicular traffic and would be reasonable and safe under the conditions found to exist upon the streets, or portions thereof, set forth in this section, and it is hereby declared that thirty miles per hour shall be the prima facie speed limit upon these streets, or portions thereof, except for school zones, as shown below: Road Segment Name Survey Completion Date Fabian Way from Charleston Rd to W Bayshore Rd September 2023June 2014 Hansen Way from El Camino Real to Page Mill Exp September 2023November 2017 Hanover St from Page Mill Rd to Hillview Ave September 2023June 2014 Hillview Ave from Hanover St to Foothill Exp September 2023June 2014 Sand Hill Rd from El Camino Real to Arboretum November 2017 W Bayshore Rd from Oregon Exp to Colorado Ave November 2017 SECTION 4. Chapter 10.56.020 of the Palo Alto Municipal Code is hereby amended to read as follows: 10.56.020 Thirty-five miles per hour prima facie speed limit. It is determined and justified upon the basis of engineering and traffic surveys that a speed greater than the twenty-five miles per hour prima facie speed limit set forth in Section 22352 of Item 14 Attachment A - Ordinance Amending PAMC Chapter 10        Item 14: Staff Report Pg. 4  Packet Pg. 152 of 436  NOT YET APPROVED Attachment B 4 the Vehicle Code of the state, would facilitate the orderly movement of vehicular traffic and would be reasonable and safe under the conditions found to exist upon the streets, or portions thereof, set forth in this section, and it is hereby declared that thirty-five miles per hour shall be the prima facie speed limit upon these streets, or portions thereof, except for school zones, as shown below: Road Segment Name Survey Completion Date Alma St from Lincoln Ave to Oregon Expy November 2017 Alma St from Oregon Exp to E Meadow Dr November 2017 Alma St from E Meadow Dr to South City Limit November 2017 Arastradero Rd from Purissima Rd to Deer Creek Rd November 2017 Arastradero Rd from Deer Creek Rd to Foothill Exp November 2017 Deer Creek Rd from western City limits to Arastradero Rd Hillview Ave from Foothill Exp to Arastradero Rd September 2023 November 2017 Oregon Exp from Middlefield Rd to Highway 101 June 2014 Oregon Exp from Middlefield Rd to Alma St November 2017 Page Mill Rd from El Camino Real to Hanover St June 2014 Sand Hill Rd from Arboretum to West City limit November 2017 San Antonio Rd from Alma St Overpass to Middlefield Rd September 2023June 2014 San Antonio Rd from Middlefield Rd to Charleston Rd September 2023June 2014 San Antonio Rd from Charleston Rd to East City Limit June 2014 W Bayshore Rd from Oregon Exp to Loma Verde Ave November 2017 W Bayshore Rd from Loma Verde to Fabian Way September 2023June 2014 SECTION 5. Chapter 10.56.025 of the Palo Alto Municipal Code is hereby amended to read as follows: 10.56.025 Forty miles per hour prima facie speed limit. It is determined and justified upon the basis of engineering and traffic surveys that a speed greater than the twenty-five miles per hour prima facie speed limit set forth in Section 22352 of the Vehicle Code of the state, would facilitate the orderly movement of vehicular traffic and would be reasonable and safe under the conditions found to exist upon the streets, or portions thereof, set forth in this section, and it is hereby declared that forty miles per hour shall be the prima facie speed limit upon these streets, or portions thereof, except for school zones, as shown below: Item 14 Attachment A - Ordinance Amending PAMC Chapter 10        Item 14: Staff Report Pg. 5  Packet Pg. 153 of 436  NOT YET APPROVED Attachment B 5 Road Segment Name Survey Completion Date E Bayshore from Embarcadero Road Bicycle and Pedestrian Overcrossing to Adobe Creek November 2017 Deer Creek Rd from western City limits to Arastradero Rd November 2017 SECTION 6. If any section, subsection, clause or phrase of this Ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining portion or sections of the Ordinance. The Council hereby declares that it should have adopted the Ordinance and each section, subsection, sentence, clause or phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared invalid. SECTION 7. The Council finds that this ordinance is categorically exempt from the provisions of the California Environmental Quality Act (“CEQA”), pursuant to Section 15301 of the CEQA Guidelines as a minor alteration to the existing street system. SECTION 8. This ordinance shall be effective 31 days after adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ Assistant City Attorney City Manager ____________________________ Chief Transportation Official Item 14 Attachment A - Ordinance Amending PAMC Chapter 10        Item 14: Staff Report Pg. 6  Packet Pg. 154 of 436  City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2509-5232 TITLE SECOND READING: Ordinance Amending Chapter 16.64 (Development Fee and In-Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Municipal Code to Reflect Changes in Law (FIRST READING: September 8,2025 PASSED: 7-0) BACKGROUND The City Council heard this item on September 8, 2025 for a first reading and approved it on a 7-0 vote. No changes were made to the ordinance, and it is now before the City Council for a second reading. ATTACHMENTS Attachment A: Ordinance Amending PAMC 16.64 APPROVED BY: Mahealani Ah Yun, City Clerk Item 15 Item 15 Staff Report        Item 15: Staff Report Pg. 1  Packet Pg. 155 of 436  *NOT YET APPROVED* 1 0290176_20250825_ms29 Ordinance No. Ordinance of the Council of the City of Palo Alto Amending Chapter 16.64 (Development Fee and In-Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Municipal Code to Reflect Changes in Law The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. Until recently, legislatively adopted development impact fees in California were governed principally by state statute (the Mitigation Fee Act, California Gov. Code §§ 66000-66025), which requires that fees and exactions imposed on development bear a “reasonable relationship” to the impacts created by the development. B. In Sheetz v. County of El Dorado, 601 U.S. 267 (2024), the United States Supreme Court rejected the previous rule, holding that in addition to the Mitigation Fee Act, development impact fees must also comply with the Takings Clause of the Fifth Amendment to the U.S. Constitution. C. Under Sheetz, development impact fees are appropriate only where there is an “essential nexus” between the fee and purpose of the permit and “rough proportionality” between the amount of the fee and the projected impact of the proposed development (the “Nollan/Dolan test”). D. In some cases, an applicant may contend that the City’s impact fees do not satisfy the Mitigation Fee Act’s “reasonable relationship” standard or the constitutional “essential nexus” and “rough proportionality” requirements with respect to the impact of the applicant’s proposed development. E. Currently, the City’s impact fee procedures provide a mechanism for applicants to pay the fees under protest while preserving a challenge to the fees under the Mitigation Fee Act. These procedures incorporate standards and requirements that are specific to the Mitigation Fee Act and do not account for constitutional challenges to the City’s fees. F. For this reason, the City Council now wishes to amend Chapter 16.64 to enhance the ability of an objector to administratively challenge the calculation of impact fees for their project. This amendment would adjust the City’s protest procedure to facilitate both protests under the Mitigation Fee Act and challenges by applicants who contend that the City’s legislatively adopted impact fees do not meet constitutional standards. SECTION 2. Section 16.64.060 (Notice of Protest Rights) of Chapter 16.64 (Development Fee and In-Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Item 15 Attachment A - Ordinance Amending PAMC 16.64        Item 15: Staff Report Pg. 2  Packet Pg. 156 of 436  *NOT YET APPROVED* 2 0290176_20250825_ms29 Municipal Code is hereby amended as follows (additions underlined; deletions struck-through): 16.64.060 Notice of protest rights. (a) Each applicant is hereby notified that, in order to protest the imposition of any impact fee required by this chapter, the protest must be filed in accordance with the requirements of this chapter and, if applicable to the protest, the Mitigation Fee Act. Failure of any person to comply with the protest requirements of this chapter and, if applicable, or the Mitigation Fee Act shall bar that person from any action or proceeding or any defense of invalidity or unreasonableness of the imposition, to the extent allowed by law. (b) On or before the date on which payment of the fee is due, the applicant shall pay the full amount required by the city and serve a written notice to the director of planning and development services with all of the following information: (1) for challenges under the Mitigation Fee Act, a statement that the required payment is tendered, or will be tendered when due, under protest; and (2) a statement informing the city of the factual elements of the dispute and the legal theory forming the basis for the protest. (c) The applicant shall bear the burden of proving, to the satisfaction of the director, entitlement to a fee adjustment. SECTION 3. Section 16.64.070 (Informal Hearing) of Chapter 16.64 (Development Fee and In-Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Municipal Code is hereby amended as follows (additions underlined; deletions struck-through): 16.64.070 Informal hearing and preparation of additional analysis. (a) The director shall schedule an informal hearing regarding the protest, to be held no later than sixty days after the imposition of the impact fees upon the development project service of the applicant’s written notice of protest, and with at least ten days' prior notice to the applicant (unless either alternative dates are otherwise agreed by the director and the applicant). (b) Either at the applicant’s request or upon the director’s initiative, the director may seek preparation, at the applicant’s expense, of additional analysis of the impacts created by the application. The time in which an informal hearing must be scheduled shall be tolled while these studies are prepared. (c) During the informal hearing, the director shall consider the applicant's protest, relevant evidence assembled as a result of the protest, and any additional relevant evidence provided during the informal hearing by the applicant and the city. The director shall provide an opportunity for the applicant to present additional evidence at the hearing in support of the protest. Item 15 Attachment A - Ordinance Amending PAMC 16.64        Item 15: Staff Report Pg. 3  Packet Pg. 157 of 436  *NOT YET APPROVED* 3 0290176_20250825_ms29 (c d) The director shall issue a written determination regarding the protest directing that the fee shall remain unchanged or shall be increased or decreased based on the evidence presented at the hearing. The director's determination shall support the fee imposed upon the development project unless the applicant establishes, to the satisfaction of the director, entitlement to an adjustment to the fee. (d e) The director may elect to appoint an independent hearing officer or other designee to hear and decide a protest under this section. SECTION 4. Section 16.64.080 (Appeal of Director's Determination) of Chapter 16.64 (Development Fee and In-Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Municipal Code is hereby amended as follows (additions underlined; deletions struck-through): 16.64.080 Appeal of director's determination. Reserved. (a) Any applicant who desires to appeal a determination issued by the director shall submit a written appeal to the director and the city manager. A complete written appeal shall include a complete description of the factual elements of the dispute and the legal theory forming the basis for the appeal of the director's determination. An appeal received by the city manager more than ten calendar days after the director's determination may be rejected as late. Upon receipt of a complete and timely appeal, the city manager shall appoint an independent hearing officer to consider and rule on the appeal. (b) The independent hearing officer shall, in coordination with the applicant and the director, set the time and place for the appeal hearing, and provide written notice thereof. The independent hearing officer shall consider relevant evidence, provide an opportunity for the applicant and the city to present additional noncumulative evidence at the hearing, and preserve the complete administrative record of the proceeding. (c) Within thirty days after the independent hearing officer closes the hearing and receives post-hearing briefs (if any), the independent hearing officer shall issue a written decision on the appeal hearing which shall include a statement of findings of fact in support of the decision. The independent hearing officer's discretion shall be limited to a determination that either supports the director's determination or orders the city to refund all or a portion of the impact fees to the applicant. The applicant shall bear the burden of proving entitlement to a fee adjustment. The decision of the hearing officer is final and conclusive, and is subject to judicial review. SECTION 5. Section 16.64.090 (Cost of Protest) of Chapter 16.64 (Development Fee and In- Lieu Payment Administration) of Title 16 (Building Regulations) of the Palo Alto Municipal Code is hereby amended as follows (deletions struck-through): 16.64.090 Cost of protest. The applicant shall pay all city costs related to any protest or appeal pursuant to this Item 15 Attachment A - Ordinance Amending PAMC 16.64        Item 15: Staff Report Pg. 4  Packet Pg. 158 of 436  *NOT YET APPROVED* 4 0290176_20250825_ms29 chapter, in accordance with the fee schedule adopted by the city. At the time of the applicant's protest, and at the time of the applicant's appeal, the applicant shall pay a deposit in an amount established by the city to cover the estimated reasonable cost of processing the protest and appeal. If the deposit is not adequate to cover all city costs, the applicant shall pay the difference within twenty days after receipt of written notice from the director. SECTION 6. If any section, subsection, clause or phrase of this Ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining portion or sections of the Ordinance. The Council hereby declares that it would have adopted the Ordinance and each section, subsection, sentence, clause or phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared invalid. SECTION 7. The Council finds that the Ordinance is exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15061(b)(3) because it can be seen with certainty that there is no possibility that amending the City’s administrative appeal procedures for development impact fees may have a significant effect on the environment. // // // // // // // // // // // // // Item 15 Attachment A - Ordinance Amending PAMC 16.64        Item 15: Staff Report Pg. 5  Packet Pg. 159 of 436  *NOT YET APPROVED* 5 0290176_20250825_ms29 SECTION 8. This ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED AS TO CONTENT: City Attorney or Designee City Manager Director of Planning and Development Services Item 15 Attachment A - Ordinance Amending PAMC 16.64        Item 15: Staff Report Pg. 6  Packet Pg. 160 of 436  City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: September 29, 2025 Report #:2509-5234 TITLE SECOND READING: Adoption of Four Ordinances, as Recommended by the Retails Committee to Amend and Reorganize Stormwater and Wastewater Management Requirements by Amending PAMC Chapter 16.09 (Sewer Use Ordinance), Amending Chapter 16.11 (Stormwater Pollution Prevention), Adding New Chapter 16.13 (Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease), and Adding New Chapter 16.66 (Hauled Liquid Waste). (FIRST READING: September 8, 2025, PASSED 7-0) BACKGROUND The City Council heard this item on September 8, 2025 for a first reading and approved it on a 7- 0 vote. No changes were made to the ordinances, and they are now before the City Council for a second reading. ATTACHMENTS Attachment A: Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System Attachment B: Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code Attachment C: Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease Attachment D: Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP) APPROVED BY: Mahealani Ah Yun, City Clerk Item 16 Item 16 Staff Report        Item 16: Staff Report Pg. 1  Packet Pg. 161 of 436  *NOT YET APPROVED* 1 0290170_20250418_ms29 Ordinance No. Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. In order to protect the public health and environment, including the City’s sanitary sewer system, the Palo Alto Regional Water Quality Control Plant, and San Francisco Bay, the City has developed and implements a water quality control program; B. Protection of the City’s sanitary sewer system, the Palo Alto Regional Water Quality Control Plant, and San Francisco Bay requires strict control of industrial wastewater discharges; C. The adoption of this Sewer Use Ordinance is a component of the City’s water quality control program and establishes the City’s authority to implement state and federally required industrial wastewater pretreatment programs and standards to control industrial pollutants that may pass through or interfere with publicly owned treatment works or contaminate sewage sludge. SECTION 2. Chapter 16.09 (Sewer Use Ordinance) of Title 16 (Building Regulations) is hereby repealed and replaced in its entirety to read as follows: Chapter 16.09 SEWER USE ORDINANCE Sections: 16.09.005 Purpose and Applicability. 16.09.010 Abbreviations. 16.09.015 Definitions. 16.09.020 Responsibility of the Director. 16.09.025 Confidentiality. 16.09.030 Alternate Materials and Methods. 16.09.035 Limitations on Point of Discharge. 16.09.040 Prohibited Discharge Standards. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 2  Packet Pg. 162 of 436  *NOT YET APPROVED* 2 0290170_20250418_ms29 16.09.045 National Categorical Pretreatment Standards. 16.09.050 Standards for Other Wastes. 16.09.055 Local Limits. 16.09.060 City’s Right of Revision. 16.09.065 Dilution. 16.09.070 Unpolluted Water. 16.09.075 Discharge Permit Required. 16.09.080 Discharge Permit Application Procedure. 16.09.085 Discharge Permit Modification. 16.09.090 Inspection and Sampling. 16.09.095 Self-Monitoring. 16.09.100 Monitoring Waiver. 16.09.105 Pretreatment Facilities. 16.09.110 Personnel Orientation. 16.09.115 Accidental Discharge Prevention. 16.09.120 Reporting and Certification Requirements for Industrial Users. 16.09.125 Reports from Unpermitted Users. 16.09.130 Reports of Changed Conditions and Final Closure. 16.09.135 Reports of Potential Problems and Accidental Discharges. 16.09.140 Reports of Noncompliance 16.09.145 Falsification of Information. 16.09.150 Date of Receipt of Reports. 16.09.155 Retention of Records. 16.09.160 Requirements for Sinks and Drains. 16.09.165 Requirements for Newly Constructed, Remodeled, Improved, or Converted Commercial and Industrial Facilities. 16.09.170 Requirements for Newly Constructed, Remodeled, Improved, or Converted Multiple-Family Use Residential Properties. 16.09.175 Requirements for Cooling Systems, Pools, Spas, Fountains, Boilers, and Heat Exchangers. 16.09.180 Requirements for Exceptional Waste. 16.09.185 Root and Pest Control Chemical Use. 16.09.190 Requirements for Dental Facilities. 16.09.195 Publication of Users in Significant Noncompliance. 16.09.200 Enforcement and Penalties. 16.09.205 Permit Denial, Modification, Suspension, or Revocation Hearing 16.09.210 Affirmative Defenses to Discharge Violations: Upset. 16.09.215 Affirmative Defenses to Discharge Violations: Prohibited Discharge Standards. 16.09.220 Affirmative Defenses to Discharge Violations: Bypass. 16.09.225 Pretreatment Charges and Fees. 16.09.230 Obstruction, Damage or Impairment to POTW. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 3  Packet Pg. 163 of 436  *NOT YET APPROVED* 3 0290170_20250418_ms29 16.09.005 Purpose and Applicability. This Chapter sets forth uniform requirements for users of the Palo Alto Regional Water Quality Control Plant, a Publicly Owned Treatment Works (POTW), and enables the City and the POTW to comply with all applicable State and Federal laws, including the Clean Water Act (33 United States Code [U.S.C.] Section 1251 et seq.) and the General Pretreatment Regulations (Title 40 of the Code of Federal Regulations [CFR] Part 403), and the water quality requirements set by the San Francisco Bay Regional Water Quality Control Board and/or the California State Water Resources Control Board. The objectives of this Chapter are: (a) To prevent the introduction of pollutants into the POTW that will interfere with its operation; (b) To prevent the introduction of pollutants into the POTW that will pass through the POTW, inadequately treated, into receiving waters, or otherwise be incompatible with the POTW; (c) To protect both POTW personnel who may be affected by wastewater and sludge in the course of their employment and the general public; (d) To promote reuse and recycling of wastewater and sludge from the POTW; and (e) To enable the POTW to comply with its National Pollutant Discharge Elimination System (NPDES) permit conditions, sludge use and disposal requirements, and any other Federal or State laws to which the POTW is subject. It is the intent of the City to update and modify this Chapter as needed to continue to provide a program for protection of the POTW which is approved by Federal and State regulatory agencies. Therefore, this Chapter is designed to be no less stringent than the Clean Water Act and the Effluent Guidelines and Standards published at Title 40 CFR Chapter I, Subchapter N as applicable, and as such regulations may be amended from time to time. If any provision of this Chapter conflicts with applicable Federal or State requirements, as amended or updated, the more stringent and environmentally protective provision shall apply. This Chapter shall apply to all users of the POTW, including but not limited to, persons within the City of Palo Alto and persons outside the City who are, by contract with the City, users of the POTW. This Chapter authorizes the issuance of individual wastewater discharge permits and general discharge permits; provides for monitoring, compliance and enforcement activities; establishes administrative review procedures; and requires industrial user reporting. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 4  Packet Pg. 164 of 436  *NOT YET APPROVED* 4 0290170_20250418_ms29 16.09.010 Abbreviations. The following abbreviations, when used in this Chapter, shall have the designated meanings: BOD – Biochemical Oxygen Demand BMP – Best Management Practice BMR – Baseline Monitoring Report CFR – Code of Federal Regulations CIU – Categorical Industrial User COD – Chemical Oxygen Demand EPA – United States Environmental Protection Agency gpd – gallons per day gpm – gallons per minute IU – Industrial User mg/L – milligrams per liter NPDES – National Pollutant Discharge Elimination System NSCIU – Non-Significant Categorical Industrial User PAMC – Palo Alto Municipal Code POTW – Publicly Owned Treatment Works PRCC – Periodic Report of Continued Compliance RCRA – Resource Conservation and Recovery Act RWQCP – Palo Alto Regional Water Quality Control Plant SIU – Significant Industrial User SNC – Significant Noncompliance STO – Single Toxic Organic TDS – Total Dissolved Solids TSS – Total Suspended Solids TTO – Total Toxic Organics U.S.C. – United States Code 16.09.015 Definitions. The following terms and phrases, whenever used in this Chapter, shall be as defined herein. Terms and phrases used in this Chapter not otherwise defined shall be as defined or interpreted or used in Title 40 of the CFR. (a) “A” definitions: (1) “Amalgam process wastewater” means any wastewater generated and discharged by a dental discharger through the practice of dentistry that may contain dental amalgam. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 5  Packet Pg. 165 of 436  *NOT YET APPROVED* 5 0290170_20250418_ms29 (2) “Amalgam separator” is a device that employs filtration, settlement, centrifugation, or ion exchange to remove amalgam and its metal constituents from a dental office vacuum system before it discharges to the sanitary sewer system; has been certified under the International Organization for Standardization’s standard for amalgam separators as capable of removing a minimum of ninety-five percent of dental amalgam at flow rates comparable to the flow rate of the actual vacuum suction system in operation; and does not have any automatic flow bypass. (3) “Amalgam waste” means and includes non-contact amalgam (amalgam scrap that has not been in contact with the patient); contact amalgam (including, but not limited to, extracted teeth containing amalgam); amalgam sludge captured by chair-side traps, vacuum pump filters, screens, and other amalgam trapping devices; used amalgam capsules; and leaking or unusable amalgam capsules. (4) “Annual average concentration” means the average concentration of a substance measured over any twelve- (12-) month period of time. (5) “Authorized representative” means an authorized or duly authorized representative of the industrial user as defined below: (A) If the user is a corporation: (i) The president, secretary, treasurer, or a vice-president of the corporation in charge of a principal business function, or any other person who performs similar policy or decision-making functions for the corporation; or (ii) The manager of one or more manufacturing, production, or operating facilities, provided the manager is authorized to make management decisions that govern the operation of the regulated facility including having the explicit or implicit duty of making major capital investment recommendations, and initiate and direct other comprehensive measures to assure long-term environmental compliance with environmental laws and regulations; can ensure that the necessary systems are established or actions taken to gather complete and accurate information for discharge permit requirements; and where authority to sign documents has been assigned or delegated to the manager in accordance with corporate procedures. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 6  Packet Pg. 166 of 436  *NOT YET APPROVED* 6 0290170_20250418_ms29 (B) If the user is a partnership or sole proprietorship: a general partner or proprietor, respectively. (C) If the user is a Federal, State, or local governmental facility: a director or highest official appointed or designated to oversee the operation and performance of the activities of the government facility, or their designee. (D) The individuals described in subsections (A) through (C), above, may designate a Duly Authorized Representative if the authorization is in writing, the authorization specifies the individual or position responsible for the overall operation of the facility from which the discharge originates or having overall responsibility for environmental matters for the organization, and the written authorization is submitted to the Director. (6) “Average Daily Blowdown” means the result of dividing the total cooling system blowdown volume from May 1 through September 30 by the number of days of operation for the same period. (b) “B” definitions: (1) “Berm” means a ridge, lip, or other raised barrier to the flow of liquid which is not rendered ineffective by the liquid and is sufficiently high to contain anticipated fluid amounts, or which causes sufficient grade to prevent migration of anticipated fluid amounts. (2) “Sewer Best Management Practices” or “BMPs” means schedules of activities, prohibitions of practices, maintenance procedures, and other management practices to implement the prohibitions in this Chapter. BMPs include treatment requirements, operating procedures, and practices to control plant site runoff, spillage or leaks, sludge or waste disposal, or drainage from materials storage. (3) “Biochemical oxygen demand” or “BOD” means the quantity of oxygen utilized in the biochemical oxidation of organic matter under standard laboratory procedures for five (5) days at 20 degrees centigrade, usually expressed as a concentration (e.g., mg/L). (c) “C” definitions: (1) “Categorical industrial user” means an industrial user subject to a categorical pretreatment standard. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 7  Packet Pg. 167 of 436  *NOT YET APPROVED* 7 0290170_20250418_ms29 (2) “Categorical pretreatment standard” means any regulation containing pollutant discharge limits promulgated by EPA that apply to a specific category of industrial users and that appear in 40 CFR Chapter I, Subchapter N, Parts 405-471. (3) “City” means the City of Palo Alto located in the State of California. (4) “Clean Water Act” means the Federal Water Pollution Control Act, also known as the Clean Water Act, as amended, 33 U.S.C. Section 1251 et seq. (5) “Collection system” means the pipelines, pump stations, junction boxes, channels, and other conveyance apparatus used to move wastewater. (6) “Composite sample” means a series of samples taken over a given period of time that accurately represents the average pollutant concentration during said period of time. (7) “Cooling system blowdown” means water routinely discharged from a cooling water system to maintain efficient operation of the system. (8) “Cooling water” means water which is used to cool fluids or equipment in commercial or industrial processes or air conditioning systems. (9) “Cooling water system” means the pipes, heat exchangers, and other appurtenances used to convey cooling water in cooling towers, direct contact cooling systems, and similar fixed cooling systems. Multiple units of a cooling water system serving a building or piece of equipment are considered as one system if the cooling water distribution system units are physically connected. (10) “Cycles of concentration” means the flow rate of water added to a cooling tower water system divided by the flow rate of water discharged from the cooling tower water system. (d) “D” definitions: (1) “Dental amalgam” means an alloy of elemental mercury and other metal(s) that is used in the practice of dentistry. (2) “Dental discharger” means a facility where the practice of dentistry is performed, including, but not limited to, institutions, permanent or temporary offices, clinics, home offices, and facilities owned and operated by Federal, State or local governments, that discharges wastewater to the sanitary sewer system. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 8  Packet Pg. 168 of 436  *NOT YET APPROVED* 8 0290170_20250418_ms29 (3) “Detection limit” means the minimum concentration of an analyte (substance) that can be measured and reported with ninety-nine percent (99%) confidence that the analyte concentration is greater than zero as determined by the procedures set forth in 40 CFR Part 136, Appendix B. (4) “Director” means the City’s director of public works, his or her designee or such other person as may be designated by the city manager. (5) “Discharge” means the introduction of pollutants into the POTW from any nondomestic source. (6) “Discharge permit” or “wastewater discharge permit” means a legal document, used as a control mechanism, which grants revocable permission and authorization to discharge wastewater into the sanitary sewer system. Discharge permits can be issued either to an individual industrial user or applied broadly to a set of industrial users as a general discharge permit. (7) "Discharger" means any person or entity who has the potential to or who discharges, causes, or permits the discharge of any pollutant or of any industrial or commercial process flows into the sanitary sewer system. Discharger is inclusive of industrial user. (e) “E” definitions: (1) “Environmental Protection Agency” or “EPA” means the United States Environmental Protection Agency, or where appropriate, the Regional Water Management Division Director, the Regional Administrator, or other duly authorized official of said agency. (2) “Existing source” means any source of discharge that is not a new source. (f) “F” definitions: (1) “Fail-safe valve” means a gravity, spring loaded or electrically driven valve that is normally closed. The valve can be opened by continuously applying pressure or depressing a switch mechanism that automatically closes the valve when not in use or depressed. (2) “Fixer solution” means a solution containing silver used in the photographic processing of dental x-rays, x-rays, and photographs. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 9  Packet Pg. 169 of 436  *NOT YET APPROVED* 9 0290170_20250418_ms29 (g) “G” definitions: (1) “Grab sample” means a sample that is taken from a wastestream on a one- time basis with no regard to the flow of the wastestream, taken over a period not to exceed fifteen (15) minutes. (h) “H” definitions: (1) “Hazardous material” means any material so designated by Title 17 of this code. (2) “Hazardous waste” means a material designated as a hazardous waste by Federal, State, or local regulations. (i) “I” definitions: (1) “Industrial user” means a discharger of industrial waste to the POTW. (2) “Industrial waste,” “process wastewater”, or “process waste stream” means the waste or wastewater from any production, manufacturing, research/development, groundwater remediation, or processing operation of any nature including institutional and commercial. Industrial waste shall not include sewage. (3) “Instantaneous limit” means the maximum concentration of a pollutant allowed to be discharged at any time, determined from the analysis of any discrete or composited sample collected, independent of the industrial flow rate and the duration of the sampling event. (4) “Interference” means a discharge that, alone or in conjunction with a discharge or discharges from other sources, inhibits or disrupts the POTW, its treatment processes or operations or its sludge processes, use or disposal; and therefore, is a cause of a violation of the City’s NPDES permit (including an increase in the magnitude or duration of a violation) or of the prevention of sewage sludge use or disposal in compliance with any of the following statutory/regulatory provisions or permits issued thereunder, or any more stringent State or local regulations: Section 405 of the Clean Water Act; the Solid Waste Disposal Act, including Title II commonly referred to as the Resource Conservation and Recovery Act (RCRA); any State regulations contained in any State sludge management plan prepared Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 10  Packet Pg. 170 of 436  *NOT YET APPROVED* 10 0290170_20250418_ms29 pursuant to Subtitle D of the Solid Waste Disposal Act; the Clean Air Act; the Toxic Substances Control Act; and the Marine Protection, Research, and Sanctuaries Act. (j) “J” definitions: Reserved (k) “K” definitions: Reserved (l) “L” definitions: (1) “Local limit” means specific discharge limits developed and enforced by the City upon industrial or commercial facilities to implement the general and specific discharge prohibitions listed in 40 CFR 403.5(a)(1) and (b). (m) “M” definitions: (1) “Machine shop” means a fixed facility which cuts, grinds, polishes, deburrs, or machines metal parts but does not conduct metal finishing as that term is defined by the EPA in 40 CFR Part 433. (2) “Multiple-family use” shall be as defined in Title 18 of this code. (n) “N” definitions: (1) “New source” means any building, structure, facility, or installation from which there is (or may be) a discharge of pollutants, the construction of which commenced after the publication of proposed Pretreatment Standards under section 307(c) of the Clean Water Act that will be applicable to such source if such pretreatment standards are thereafter promulgated in accordance with that section, provided that: (A) The building, structure, facility, or installation is constructed at a site at which no other source is located; or (B) The building, structure, facility, or installation totally replaces the process or production equipment that causes the discharge of pollutants at an existing source; or (C) The production or wastewater generating processes of the building, structure, facility, or installation are substantially independent of an existing source at the same site. In determining whether these are substantially independent, factors such as the extent to which the new facility is integrated with the existing building, structure, facility, or Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 11  Packet Pg. 171 of 436  *NOT YET APPROVED* 11 0290170_20250418_ms29 installation, and the extent to which the new facility is engaged in the same general type of activity as the existing source, should be considered. (2) “Noncontact cooling water” means water used for cooling that does not come into direct contact with any raw material, intermediate product, waste product, or finished product. (o) ”O” definitions: (1) “Oil-water separator” means a receptacle designed and constructed to intercept, separate, and prevent the passage of oils and sediments into the sanitary sewer system. (2) “Once-through cooling system” means a cooling system through which water passes only once before discharge to the sanitary sewer system, including laboratory bench top cooling systems. (3) “Organic solvent” means any solvent which contains carbon in its molecular structure. (p) ”P” definitions: (1) “Pass through” means a discharge which exits the POTW into waters of the United States in quantities or concentrations which, alone or in conjunction with a discharge or discharges from other sources, is a cause of a violation of any requirement or provision of the City's NPDES permit, including an increase in the magnitude or duration of a violation. (2) “Person” means any individual, partnership, co-partnership, firm, company, corporation, association, joint stock company, trust, estate, governmental entity, or any other legal entity; or their legal representatives, agents, or assigns. This definition includes all Federal, State, and local government entities. (3) “Pretreatment” means the reduction of the amount of pollutants, the elimination of pollutants, or the alteration of the nature of pollutant properties in wastewater prior to, or in lieu of, introducing such pollutants into the POTW. This reduction or alteration can be obtained by physical, chemical, or biological processes; by process changes; or by other means, except by diluting the concentration of the pollutants unless allowed by an applicable pretreatment standard. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 12  Packet Pg. 172 of 436  *NOT YET APPROVED* 12 0290170_20250418_ms29 (4) “Pretreatment requirement” means any substantive or procedural requirement related to pretreatment imposed on an industrial user other than a pretreatment standard. (5) “Pretreatment standards” means prohibited discharge standards, categorical pretreatment standards, and local limits. (6) “Pretreatment system” means a treatment system at an industrial or commercial facility that is designed to reduce the amount of pollutants, eliminate pollutants, or alter the nature of the pollutant properties in the wastewater prior to discharge to the sanitary sewer system (7) “Publicly Owned Treatment Works” or “POTW” means a treatment works, as defined by section 212 of the Clean Water Act (33 U.S.C. Section 1292), which is owned by the City. This definition includes any devices or systems used in the collection, storage, treatment, recycling, and reclamation of sewage or industrial wastes of a liquid nature and any conveyances, which convey wastewater to a treatment plant. (q) “Q” definitions: Reserved (r) “R” definitions: (1) “Reasonable Control Measures” or “RCMs” means control technologies, BMPs, source control practices, and waste minimization procedures which prevent or reduce the introduction of pollutants to the sanitary sewer system, and are determined by the Director to be cost effective for particular industry groups, business types, or specific industrial and commercial processes. (s) “S” definitions: (1) “Sampling location” means an access box, valve, spigot, or similar structure from which samples representative of an industrial or commercial wastewater discharge from a particular process or processes, piece of equipment, activity, building, or facility may be collected. (2) “Sanitary sewer system” means the collection system, all sewers, treatment plants and other facilities owned or operated by the city for carrying, collecting, storing, treating, reclaiming and disposing of sanitary sewage and industrial wastes. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 13  Packet Pg. 173 of 436  *NOT YET APPROVED* 13 0290170_20250418_ms29 (3) “Sewage” means human excrement and gray water (household showers, dishwashing operations, etc.). (4) “Sewer” means a pipe or conduit for carrying wastewater. (5) “Significant industrial user” means, except as provided in (C) and (D): (A) An industrial user subject to categorical pretreatment standards; or (B) An industrial user that: (i) Discharges an average of twenty-five thousand (25,000) gpd or more of process wastewater to the POTW (excluding sanitary, noncontact cooling, and boiler blowdown wastewater); (ii) Contributes a process wastestream which makes up five (5) percent or more of the average dry weather hydraulic or organic capacity of the POTW treatment plant; or (iii) Is designated as such by the Director on the basis that it has a reasonable potential for adversely affecting the POTW’s operation or for violating any pretreatment standard or requirement. (C) The Director may determine that an industrial user subject to categorical pretreatment standards is a non-significant categorical industrial user rather than a significant industrial user on a finding that the industrial user never discharges more than 100 gpd of total categorical wastewater (excluding sanitary, non-contact cooling, and boiler blowdown wastewater, unless specifically included in the pretreatment standard) and the following conditions are met: (i) The industrial user, prior to the Director’s finding, has consistently complied with all applicable categorical pretreatment standards and requirements; (ii) The industrial user annually submits the certification statement required in 40 CFR 403.12(q) together with any additional information necessary to support the certification statement; and Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 14  Packet Pg. 174 of 436  *NOT YET APPROVED* 14 0290170_20250418_ms29 (iii) The industrial user never discharges any untreated concentrated wastewater. (D) Upon a finding that an industrial user meeting the criteria in subsection (B) of this part has no reasonable potential for adversely affecting the POTW’s operation or for violating any pretreatment standard or requirement, the Director may at any time, on his or her own initiative or in response to a petition received from an industrial user, determine that such industrial user should not be considered a significant industrial user. (6) “Simple payback period” means the number of years required to recover the cost of an investment in water pollution control. (7) “Single toxic organic” or “STO” shall mean the highest quantifiable value for any individual toxic organic compound. (8) “Slug discharge” means any discharge of a non-routine, episodic nature, including but not limited to an accidental spill or a non-customary batch discharge which has a reasonable potential to cause interference or pass through, or in any other way violate the City’s discharge permit conditions, local limits, or regulations. (t) “T” definitions: (1) “Total toxic organics” or “TTO” means the summation of all quantifiable toxic organic compound concentrations greater than 0.01 mg/L. (2) “Toxic organic compound” means any organic pollutant listed in 40 CFR 433.11(e) unless otherwise defined by an applicable categorical pretreatment standard. (3) “Treatment plant” means that portion of the POTW which is designed to provide treatment of municipal sewage and industrial waste. (u) “U” definitions: Reserved (v) “V” definitions: (1) “Vehicle” means a mode of transporting people or things. Vehicles include, but are not limited to, airplanes, automobiles, boats, buses, forklifts, motorcycles, recreational vehicles, tractors, and trucks. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 15  Packet Pg. 175 of 436  *NOT YET APPROVED* 15 0290170_20250418_ms29 (2) “Vehicle service facility” means a commercial or industrial facility that conducts one or more of the following operations with respect to vehicles or components of vehicles: vehicle repair, fuel dispensing, vehicle fluid replacement, engine and parts cleaning, body repair, vehicle salvage and wrecking, or vehicle washing. (w) “W” definitions: (1) “Wastewater” means liquid and water-carried industrial wastes and sewage from residential dwellings, commercial buildings, industrial and manufacturing facilities, and institutions, whether treated or untreated, which are contributed to the POTW. (x) “X” definitions: Reserved (y) “Y” definitions: Reserved (z) “Z” definitions: (1) “Zinc-containing floor finishes” means floor finish solutions containing greater than 0.01% zinc by weight; 16.09.020 Responsibility of the Director. The Director shall administer, implement, and enforce the provisions of this Chapter. The Director shall be responsible for promulgating such orders, rules, and requirements as are necessary to accomplish the purpose of this Chapter, in accordance with the regulations that are or may be promulgated by the EPA, the California State Water Resources Control Board, the San Francisco Bay Regional Water Quality Control Board, the California Department of Public Health, or other duly authorized boards or agencies. Any powers granted to or duties imposed upon the Director may be delegated by the Director to a duly authorized City employee. 16.09.025 Confidentiality. (a) Information and data on an industrial user obtained from reports, surveys, wastewater discharge permit applications, individual wastewater discharge permits, general discharge permits, and monitoring programs, and from the Director’s inspection and sampling activities, shall be available to the public without restriction, unless the industrial user specifically requests, and is able to demonstrate to the satisfaction of the Director, that the release of such information would divulge information, processes, or methods of production entitled to Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 16  Packet Pg. 176 of 436  *NOT YET APPROVED* 16 0290170_20250418_ms29 protection as trade secrets under applicable State law. Any such request must be asserted at the time of submission of the information or data by stamping the words “confidential business information” on each page containing such information. When requested and demonstrated by the discharger furnishing a report that such information should be held confidential, the portions of a report which might disclose trade secrets or secret processes shall not be made available for inspection by the public, but shall be made available immediately upon request to governmental agencies for uses related to the NPDES program or pretreatment program, and in enforcement proceedings involving the person furnishing the report. Wastewater constituents and characteristics and other effluent data, as defined at 40 CFR 2.302 shall not be recognized as confidential information and shall be available to the public without restriction. (b) This Section does not permit a discharger to refuse to disclose information required pursuant to this Chapter to the Director. A discharger may be prohibited from discharging a substance unless its composition is made known to the Director. 16.09.030 Alternate Means and Methods. (a) The Director is authorized to modify any of the provisions of this Chapter upon application in writing by the owner, a lessee or an authorized representative of the discharger where there are practical difficulties in the way of carrying out the provisions of this Chapter, provided that the purpose of this Chapter, as set forth in Section 16.09.005, shall be complied with, and substantial justice done. The particulars of any such modification and the decision of the Director shall be entered upon the records of the POTW and a signed copy shall be furnished to the applicant. (b) The Director, upon application in writing by the owner, a lessee, or an authorized representative of the discharger, and on notice to the Director, is authorized to approve alternate materials or methods, provided that the Director finds that the proposed design, use, or operation satisfactorily complies with the intent of this Chapter and that the material, method of work performed, or operation is, for the purpose intended, at least equivalent to that prescribed in this Chapter in quality and effectiveness in meeting the purposes of this Chapter. Approvals under the authority herein contained shall be subject to the approval of the Director whenever the alternate material or method involves matters regulated by this Chapter. The particulars of any such approval made by the Director shall be entered upon the records of the POTW and a signed copy shall be furnished to the applicant. 16.09.035 Limitations on Point of Discharge. No person shall discharge any substances directly into a manhole or other opening in a City sewer or storm drain system, other than through a City-approved sewer connection or as authorized by an Exceptional Waste Discharge Permit per Section 16.09.180 of this Chapter. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 17  Packet Pg. 177 of 436  *NOT YET APPROVED* 17 0290170_20250418_ms29 16.09.040 Prohibited Discharge Standards. (a) General prohibitions. No discharger shall introduce or cause to be introduced into the POTW any pollutant or wastewater which causes pass through or interference. These general prohibitions apply to all dischargers to the POTW whether or not they are subject to categorical pretreatment standards or any other National, State, or local pretreatment standards or requirements. (b) Specific prohibitions. No discharger shall introduce or cause to be introduced into the POTW the following pollutants, substances, or wastewater: (1) Pollutants which create a fire or explosive hazard in the POTW, including, but not limited to, wastestreams with a closed-cup flashpoint of less than 140 degrees Fahrenheit (60 degrees Centigrade) using the test methods specified in 40 CFR 261.21; (2) Wastewater having a pH less than 5.0 or greater than 11.0, or otherwise causing corrosive structural damage to the POTW or equipment; (3) Solid or viscous substances in amounts which may cause obstruction of the flow in the POTW but in no case solids greater than one-half inch in any dimension; (4) Pollutants, including oxygen-demanding pollutants (BOD, etc.), released in a discharge at a flow rate and/or pollutant concentration which, either singly or by interaction with other pollutants, will cause interference with the POTW; (5) Wastewater which will inhibit the biological activity in the treatment plant resulting in interference, but in no case wastewater which causes the temperature at the introduction into the treatment plant to exceed 104 degrees Fahrenheit (40 degrees Centigrade); (6) Petroleum oil, nonbiodegradable cutting oil, or products of mineral oil origin, in amounts that will cause interference or pass through; (7) Pollutants which result in the presence of toxic gases, vapors, or fumes within the POTW in a quantity that may cause acute worker health and safety problems; (8) Trucked or hauled pollutants, except at discharge points designated by the Director in accordance with Title 16.66 of this code; (9) Noxious or malodorous liquids, gases, solids, or other wastewater which, either singly or by interaction with other wastes, are sufficient to create a public nuisance or a hazard to life, or to prevent entry into the sewers for maintenance or repair; Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 18  Packet Pg. 178 of 436  *NOT YET APPROVED* 18 0290170_20250418_ms29 (10) Wastewater which imparts color which cannot be removed by the treatment process, such as, but not limited to, dye wastes and vegetable tanning solutions, which consequently imparts color to the treatment plant’s effluent, thereby violating the City’s NPDES permit; (11) Wastewater containing any radioactive wastes or isotopes except in compliance with applicable State or Federal regulations; (12) Sludges, screenings, or other residues from the pretreatment of industrial wastes; (13) Wastewater causing, alone or in conjunction with other sources, the treatment plant’s effluent to fail a toxicity test; (14) Detergents, surface-active agents, or other substances which may cause excessive foaming in the POTW; (15) Any substance which, if otherwise disposed of, would be considered a hazardous waste; (16) Any zinc-containing floor finish or a stripper solution that has been used for the stripping of a zinc-containing floor finish, except when the solutions have been treated in a pretreatment unit approved by the Director for removal of zinc; or (17) Fixer solution without prior pretreatment to meet all applicable limits per Section 16.09.055 of this Chapter. (c) Pollutants, substances, or wastewater prohibited by this Section shall not be processed or stored in such a manner that they could be discharged to the sanitary sewer system. 16.09.045 National Categorical Pretreatment Standards. (a) Industrial users shall comply with the categorical pretreatment standards found at 40 CFR Chapter I, Subchapter N, Parts 405-471. In the event of any apparent conflicts between this Chapter and State or Federal regulations, the most stringent provisions shall apply. (b) When wastewater subject to a categorical pretreatment standard is mixed with wastewater not regulated by the same standard, the Director shall impose an alternate limit in accordance with 40 CFR 403.6(e). 16.09.050 Standards for Other Wastes. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 19  Packet Pg. 179 of 436  *NOT YET APPROVED* 19 0290170_20250418_ms29 The Director may establish standards for any wastes not specifically referred to in this Chapter. These standards shall be published and shall be made available to any person upon request. 16.09.055 Local Limits. (a) The Director is authorized to establish local limits pursuant to 40 CFR 403.5(c). (b) The Director may develop best management practices (BMPs), by promulgation of regulations, in individual wastewater discharge permits, or in general discharge permits, to implement local limits and the requirements of this Chapter. The Director may require the implementation of BMPs and require submission of information to evaluate the implementation and effectiveness of BMPs. (c) The following pollutant limits are established to protect against pass through and interference. Unless otherwise specified in this Chapter, no person shall discharge wastewater containing in excess of the following: 0.1 mg/L Arsenic 5.0 mg/L Barium 0.75 mg/L Beryllium 1.0 mg/L Boron 0.1 mg/L Cadmium 1.0 mg/L Chromium, Hexavalent 2.0 mg/L Chromium, Total 1.0 mg/L Cobalt 0.25 mg/L Copper 0.5 mg/L Cyanide 0.1 mg/L Dissolved Sulfides 65 mg/L Fluoride 5.0 mg/L Formaldehyde 0.5 mg/L Lead 1.0 mg/L Manganese 0.1 mg/L Mercaptans 0.01 mg/L Mercury 0.75 mg/L Methyl Tertiary Butyl Ether (MTBE) 0.5 mg/L Nickel 20 mg/L Oil & Grease 200 mg/L Oil & Grease, Total 1.0 mg/L Phenols 1.0 mg/L Selenium 0.25 mg/L Silver 5,000 mg/L Total Dissolved Solids (TDS) – composite Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 20  Packet Pg. 180 of 436  *NOT YET APPROVED* 20 0290170_20250418_ms29 10,000 mg/L Total Dissolved Solids (TDS) – grab 0.75 mg/L Toxic Organic, Single (STO) 1.0 mg/L Toxic Organics, Total (TTO) 3,000 mg/L Total Suspended Solids (TSS) – composite 6,000 mg/L Total Suspended Solids (TSS) – grab 2.0 mg/L Zinc (d) The limits established in subsection (c) of this Section are instantaneous limits, unless indicated otherwise, and shall apply to all discharges to the POTW at appropriate sampling locations determined by the Director. All concentrations for metallic substances are for total metal unless indicated otherwise. The Director may impose mass limitations in addition to the concentration-based limitations established in subsection (c) of this Section. (e) The Director may verify compliance with the TTO limit established in subsection (c) of this Section by sampling and analyzing for only those toxic organic compounds that the Director has determined may be reasonably expected to be present in an industrial user’s discharge. (f) For industrial users with average daily discharges greater than 50,000 gpd through any single sampling location, pollutant limits shall be one-half of the limit established in subsection (c) of this Section, with the exception of copper, mercury, MTBE, nickel, and silver, for which the pollutant limits shall remain 0.25 mg/L, 0.01 mg/L, 0.75 mg/L, 0.5 mg/L, and 0.25 mg/L, respectively, regardless of flow. (g) The limit for copper established in subsection (c) of this Section shall apply to all industrial users, except that: (1) The maximum copper limit shall be 2.0 mg/L for discharges from cooling systems with an average daily blowdown less than or equal to 2,000 gpd, photographic materials processing, dental facilities, vehicle service facilities, and machine shops. (A) The copper limit for cooling systems with an average daily blowdown greater than 2,000 gpd shall be 2.0 mg/L for the first twelve months of operation. The copper limit shall be reduced to 0.25 mg/L after the first twelve months of operation. (B) The Director may impose a higher alternative copper limit for cooling towers when the cycles of concentration routinely exceed ten. The alternative requirement may consist of an alternative concentration limit, a mass limit, a specified maintenance program, or a combination of these. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 21  Packet Pg. 181 of 436  *NOT YET APPROVED* 21 0290170_20250418_ms29 (2) Industrial users subject to regulation under 40 CFR Part 413 or 40 CFR Part 433 shall meet either subdivision (A) or (B) of this subsection. These alternative copper limitations shall apply to discharges from process operations involving copper solutions or materials prior to mixing with wastewater not regulated by 40 CFR Part 413 or 40 CFR Part 433. (A) The annual average concentration of copper discharged shall not exceed 0.40 mg/L. In addition, all reasonable control measures established by the Director shall be installed and implemented; or (B) The annual average mass of copper discharged shall not exceed an amount specified by the Director in an individual wastewater discharge permit, which is based upon a waste minimization study conducted or approved by the Director. The limitation shall be based upon implementation of those reasonable control measures having a simple payback period of five years or less. The annual average mass of copper discharged shall be calculated as a “rolling” measurement, by multiplying the average daily copper mass for all samples taken during any twelve-month period by 365. The annual average copper mass limit may be increased or decreased by the Director in proportion to increases or decreases in production at the industrial user’s facility. (h) The limit for zinc established in subsection (c) of this Section shall not apply to vehicle service facilities. The maximum zinc limit for vehicle service facilities shall be 4.0 mg/L. 16.09.060 City’s Right of Revision. The City reserves the right to establish, by ordinance or in individual wastewater discharge permits, or in general discharge permits, more stringent standards or requirements on discharges to the POTW to carry out the purpose of this Chapter. No revision of standards or requirements hereunder shall subject the City to civil liability or penalty for interference with a vested right of any discharger. 16.09.065 Dilution. Except where expressly authorized to do so by the Director or an applicable pretreatment standard or requirement, no industrial user shall ever increase the use of process water, or in any way, dilute or attempt to dilute a discharge as a partial or complete substitute for adequate treatment to achieve compliance with a pretreatment standard or requirement or any other provision of this Chapter. The Director may impose mass limitations on industrial users which are using dilution to meet applicable pretreatment standards or requirements, or in other cases when the imposition of mass limitations is appropriate. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 22  Packet Pg. 182 of 436  *NOT YET APPROVED* 22 0290170_20250418_ms29 16.09.070 Unpolluted Water. Unpolluted water shall not be discharged through direct or indirect connection to the sanitary sewer system unless specifically authorized in writing by the Director. As used in this Section, unpolluted water includes, but is not limited to, stormwater, surface water, groundwater, artesian well water, and subsurface drainage which meets all State, Federal, and local requirements for discharge to surface waters of the United States. The Director may approve the discharge of such water to the sanitary sewer system only when no reasonable alternative method of disposal is available. 16.09.075 Discharge Permit Required. (a) Significant industrial users must obtain an individual wastewater discharge permit to discharge process wastewater into the POTW. (b) The Director may require other industrial users to obtain individual wastewater discharge permits or general discharge permits as necessary to carry out the purpose of this Chapter. (c) Any violation of the terms and conditions of an individual wastewater discharge permit or a general discharge permit shall be deemed a violation of this Chapter and subjects the permittee to the enforcement provisions set forth in this Chapter. Obtaining an individual wastewater discharge permit or a general discharge permit does not relieve a permittee of its obligation to comply with all Federal and State pretreatment standards or requirements or with any other requirements of Federal, State, and local law, including those that become effective during the term of the discharge permit. (d) Any industrial user required to obtain an individual wastewater discharge permit or a general discharge permit who proposes to begin or recommence discharging into the POTW must obtain such permit prior to the beginning or recommencing of such discharge. An application for an individual wastewater discharge permit or general discharge permit, in accordance with Section 16.09.080 of this Chapter, must be filed at least ninety (90) calendar days prior to the date upon which any discharge will begin or recommence. (e) The Director may use general discharge permits to control industrial waste discharges to the sanitary sewer system if the following conditions are met. All facilities to be covered by a general discharge permit must: (1) Involve the same or substantially similar types of operations; Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 23  Packet Pg. 183 of 436  *NOT YET APPROVED* 23 0290170_20250418_ms29 (2) Discharge the same types of wastes; (3) Require the same effluent limitations; (4) Require the same or similar monitoring; and (5) In the opinion of the Director, are more appropriately controlled under a general discharge permit than under individual wastewater discharge permits. (f) An individual wastewater discharge permit or general discharge permit shall include such conditions as are deemed reasonably necessary by the Director to prevent pass through or interference, protect the quality of the water body receiving the treatment plant’s effluent, protect worker health and safety, facilitate sludge management and disposal, ensure compliance with this Chapter and applicable State and Federal law, and protect against damage to the POTW. Individual wastewater discharge permits or general discharge permits may include, but are not limited to the following conditions: (1) An effective date and expiration date. The expiration date is not to exceed five (5) years from the effective date of the permit. An individual wastewater discharge permit or general discharge permit may be issued for a period less than five years from the effective date of the permit, at the discretion of the Director; (2) Requirements for the installation and maintenance of pretreatment technology, pollution control, or construction of appropriate containment devices, designed to reduce, eliminate, or prevent the introduction of pollutants into the POTW and compliance schedules for meeting these requirements; (3) Effluent limitations, including BMPs, based upon applicable pretreatment standards or requirements; (4) Self-monitoring, sampling, reporting, notification, and record keeping requirements. These requirements shall include implementation requirements for best management practices, identification of pollutants to be monitored, sampling location, sampling frequency, and sample type based on Federal, State, and local law; (5) Prohibition of discharge of certain wastewater components; (6) Installation and maintenance of inspection, sampling, and flow measurement equipment and facilities; (7) Limits on average and/or maximum rate of discharges, time of discharge, and/or requirements for flow regulation and equalization; Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 24  Packet Pg. 184 of 436  *NOT YET APPROVED* 24 0290170_20250418_ms29 (8) Requirements to control slug discharge, if determined by the Director to be necessary; (9) Requiring payment of additional charges to defray increased costs of the City created by the wastewater discharge; (10) Implementation of BMPs, specific investigations, or studies to determine methods of reducing pollutants in the discharge; (11) The process for seeking a waiver from monitoring and any grant of a monitoring waiver issued by the Director for a pollutant neither present nor expected to be present in the Discharge in accordance with Section 16.09.100 of this Chapter. (12) Statement of non-transferability pursuant to subsection (g); and (13) Statement of applicable civil and criminal penalties for violation of Pretreatment Standards and Requirements, and any applicable compliance schedule. (g) No individual wastewater discharge permit or coverage under a general discharge permit is transferable without prior written consent of the Director. A change of ownership (including a transfer of the majority of shares in a corporate discharger) of the waste generating facility requires submittal of a new discharge permit application and payment of applicable fees. 16.09.080 Discharge Permit Application Procedure. (a) An applicant for a discharge permit shall complete and submit a discharge permit application form established by the Director. The Director may require information in addition to that required on the discharge permit application form as deemed reasonable or necessary to evaluate the discharge permit application. (b) All wastewater discharge permit applications and industrial user reports must contain certification statements signed by an authorized representative. (c) Completed discharge permit applications shall be filed by the discharger not less than ninety (90) calendar days in advance of commencing or recommencing discharge. The discharger shall not commence or recommence discharge prior to obtaining a discharge permit without specific, interim approval from the Director to discharge during the permitting process. Discharge permit applications for exceptional waste and root and pest control, as specified in Sections 16.09.180 and 16.09.185 of this Chapter, are not subject to the ninety (90) calendar day requirement of this subsection. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 25  Packet Pg. 185 of 436  *NOT YET APPROVED* 25 0290170_20250418_ms29 (d) Any industrial user with an expiring individual wastewater discharge permit or general discharge permit shall apply for permit reissuance by submitting a complete discharge permit application, in accordance with Section 16.09.080 of this Chapter, not less than ninety (90) calendar days prior to the expiration of the industrial user’s existing individual wastewater discharge permit or general discharge permit. (e) The Director may deny any application for an individual wastewater discharge permit or coverage under a general discharge permit for good cause, including, but not limited to, the following reasons: (1) The application contains false or misleading information; (2) The issuance of the discharge permit would result in a discharge of such quantity or strength that the public health, safety, or public or private property are endangered; (3) The issuance of the discharge permit would cause the POTW to violate any NPDES permit conditions, or any Federal, State, or local laws or regulations; (4) The applicant has not provided adequate information to establish that its discharge will comply with all requirements of this Chapter and with such other terms and conditions as the Director may deem necessary to include in the applicant's discharge permit; (5) The applicant has not provided plans for sufficient protection from accidental discharges to the land, storm drain system, or sanitary sewer system; or (6) The applicant has failed to pay or has outstanding fees, fines, or penalties owed to the City. (f) If the Director denies a permit application, application fees shall not be returned to the applicant unless the Director has ascertained that a permit is not required to discharge the wastewater for which the permit application is made. (g) Incomplete or inaccurate applications will not be processed. (h) The Director shall post applications for wastewater discharge permits by significant industrial users on a City web page. Interested parties and other members of the public may comment on the issuance of a permit within forty-five (45) days of issuance. The permit effective date shall not be postponed solely because of the submittal of comments, however comments shall be considered by the Director for incorporation into future permit modification(s). 16.09.085 Discharge Permit Modification. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 26  Packet Pg. 186 of 436  *NOT YET APPROVED* 26 0290170_20250418_ms29 (a) The Director may modify any individual wastewater discharge permit or general discharge permit for good cause, including, but not limited to, the following reasons: (1) To incorporate any new or revised Federal, State, or local pretreatment standards or requirements; (2) To address significant alterations or additions to the discharger's operation, processes, or wastewater volume or character since the time of the wastewater discharge permit issuance; (3) A change in the POTW that requires either a temporary or permanent reduction or elimination of the authorized discharge; (4) Information indicating that the permitted discharge poses a threat to the POTW, City personnel, or the receiving waters; (5) Violation of any terms or conditions of the wastewater discharge permit; (6) Misrepresentations or failure to fully disclose all relevant facts in the wastewater discharge permit application or in any required reporting; (7) Revision of or a grant of variance from categorical pretreatment standards; (8) To correct typographical or other errors in the wastewater discharge permit; (9) To reflect a transfer of the facility ownership or operation to a new owner or operator where requested in accordance with Section 16.09.075(g) of this Chapter; or (10) To implement programs or policies required or requested of the City by appropriate Federal, State, or local regulatory agencies. 16.09.090 Inspection and Sampling. (a) The Director may conduct all inspection, surveillance, sampling, records examination and copying, and monitoring necessary to assure compliance with applicable Federal, State, and local regulations. (b) The Director shall have the right to enter, without unreasonable delay, the premises of any discharger for the purposes of inspection, surveillance, sampling, monitoring, Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 27  Packet Pg. 187 of 436  *NOT YET APPROVED* 27 0290170_20250418_ms29 records examination and copying, and for performance of any additional duties to assure compliance with this Chapter and applicable Federal, State, and local regulations. Unreasonable delays in allowing the Director access to the discharger’s premises shall be a violation of this Chapter. (c) If the Director has been refused access to a building, structure, or property, or any part thereof, and is able to demonstrate probable cause to believe that there may be a violation of this Chapter, or that there is a need to inspect and/or sample as part of a routine inspection and sampling program of the City designed to verify compliance with this Chapter or any permit or order issued hereunder, or to protect the overall public health, safety, and welfare of the community, the Director may seek issuance of a warrant from the Superior Court of California. (d) Where a discharger has security measures in force which require proper identification and clearance before entry into its premises, the discharger shall make necessary arrangements with its security personnel so that, upon presentation of suitable identification, the Director shall be permitted to enter without delay for the purposes of performing specific responsibilities. (e) The Director may require dischargers to provide and maintain one or more sampling locations or volume and flow measuring points approved by the Director which will allow the separate measuring and sampling of industrial waste and sewage. Sampling locations shall be so located that they are safe and accessible to the Director at any reasonable time during which discharge may occur. (f) The Director shall have the right to set up on the discharger’s property, or require installation of, such devices as are necessary to conduct sampling and/or metering of the discharger’s operations. 16.09.095 Self-Monitoring. (a) The Director may require a discharger to conduct a wastewater sampling and analysis program of a frequency and type sufficient to demonstrate compliance with the requirements of this Chapter. The Director shall specify the minimum frequency, type, and number of samples as well as flow monitoring, measuring, and sample analyses to be conducted by the discharger in the discharge permit. Monitoring not specified in a discharge permit may be required by the Director as deemed reasonable or necessary to ensure compliance with the provisions of this Chapter. The Director may also require self-monitoring for facilities for which a discharge permit has not been issued. (b) Samples collected to satisfy reporting requirements must be based on data obtained through appropriate sampling and analysis and must be representative of the discharger’s discharge. Wastewater monitoring and flow measurement facilities shall be properly Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 28  Packet Pg. 188 of 436  *NOT YET APPROVED* 28 0290170_20250418_ms29 operated, kept clean, and maintained in good working order at all times. The failure of an industrial user to keep its monitoring facility in good working order shall not be grounds for the industrial user to claim that sample results are unrepresentative of its discharge. (c) Except as indicated in subsections (d) and (e) below, the industrial user must collect wastewater samples using 24-hour flow-proportional composite sampling techniques, unless time-proportional composite sampling or grab sampling is authorized by the Director. Where time-proportional composite sampling or grab sampling is authorized by the Director, the samples must be representative of the discharge. Using protocols (including appropriate preservation) specified in 40 CFR Part 136 and appropriate EPA guidance, multiple grab samples collected during a 24-hour period may be composited prior to the analysis as follows: for cyanide, total phenols, and sulfides the samples may be composited in the laboratory or in the field; for volatile organics and oil and grease, the samples may be composited in the laboratory. Composite samples for other parameters unaffected by the compositing procedures as documented in approved EPA methodologies may be authorized by the Director, as appropriate. (d) Samples for oil and grease, temperature, pH, cyanide, total phenols, sulfides, and volatile organic compounds must be obtained using grab collection techniques. (e) For sampling required in support of baseline monitoring and 90-day compliance reports, a minimum of four (4) grab samples must be used for pH, cyanide, total phenols, oil and grease, sulfide, and volatile organic compounds for facilities for which historical sampling data do not exist; for facilities for which historical sampling data are available, the Director may authorize a lower minimum. For PRCCs, the industrial user is required to collect the number of grab samples necessary to assess and assure compliance with applicable pretreatment standards and requirements. (f) The Director may authorize an industrial user to sample for a subset of toxic organic compounds to verify compliance with the TTO limit established in Section 16.09.055 of this Chapter based on what the Director has determined may be reasonably expected to be present in an industrial user’s discharge. (g) The Director may specify the type of sampling, pH, and flow monitoring equipment that must be installed by the discharger and used for discharger self-monitoring. Flow monitoring devices shall be calibrated at a frequency of at least once per year or at an alternative frequency specified by the Director. pH monitoring devices shall be calibrated at a frequency of at least once every six months or more frequently if recommended by the manufacturer or at an alternative frequency as specified by the Director. (h) All pollutant analyses, including sampling techniques, to be submitted as part of a discharge permit application or report shall be performed in accordance with the techniques prescribed in 40 CFR Part 136 and amendments thereto, unless otherwise specified in an Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 29  Packet Pg. 189 of 436  *NOT YET APPROVED* 29 0290170_20250418_ms29 applicable categorical pretreatment standard. If 40 CFR Part 136 does not contain sampling or analytical techniques for the pollutant in question, or where the EPA determines that the Part 136 sampling and analytical techniques are inappropriate for the pollutant in question, sampling and analyses shall be performed by using validated analytical methods or any other applicable sampling and analytical procedures suggested by the Director or other parties approved by the EPA. Samples shall be obtained and analyzed at the discharger’s expense. Samples shall be analyzed by a laboratory accredited by the California State Water Resources Control Board for the pollutant or pollutant properties being analyzed. (i) The detection limit used by the discharger for those substances reported as non- detectable shall be no greater than one-tenth the lowest applicable pretreatment standard. (j) Records of self-monitoring shall include the following: (1) Sample Collection Information: date, location, method, preservation, time, and the name of individual collecting the samples; (2) Analytical Information: dates, names of analysts, techniques or methods used, and the results of such analyses. (k) All records generated pursuant to this Section shall be maintained and made available for inspection and copying as described in Section 16.09.155 of this Chapter. 16.09.100 Monitoring Waiver. (a) The Director may authorize an industrial user subject to categorical pretreatment standards to forego sampling of a pollutant regulated by a categorical pretreatment standard if the industrial user has demonstrated through sampling and other technical factors that the pollutant is neither present nor expected to be present in the industrial user’s discharge, or is present only at background levels from intake water and without any increase in the pollutant due to activities of the industrial user. This authorization is subject to the following conditions: (1) The waiver may be authorized where a pollutant is determined to be present solely due to sanitary wastewater discharged from the facility provided that the sanitary wastewater is not regulated by an applicable categorical pretreatment standard and otherwise includes no process wastewater. (2) The monitoring waiver is valid only for the duration of the effective period of the individual wastewater discharge permit, but in no case longer than five (5) years. The industrial user must submit a new request for the waiver before the waiver can be granted for each subsequent individual wastewater discharge permit. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 30  Packet Pg. 190 of 436  *NOT YET APPROVED* 30 0290170_20250418_ms29 (3) In making a demonstration that a pollutant is not present, the industrial user must provide data from at least one sampling of the facility’s process wastewater prior to any treatment present at the facility that is representative of all wastewater from all processes. (4) The request for a monitoring waiver must be signed by an authorized representative of the industrial user and include the certification statement in 40 CFR 403.6(a)(2)(ii). (5) Non-detectable sample results may be used only as a demonstration that a pollutant is not present if the EPA approved method from 40 CFR Part 136 with the lowest minimum detection level for that pollutant was used in the analysis. (6) Any grant of the monitoring waiver by the Director must be included as a condition in the industrial user’s discharge permit. The reasons supporting the waiver and any information submitted by the industrial user in its request for the waiver shall be maintained by the Director for a period of three (3) years after expiration of the waiver. (7) Upon approval of the monitoring waiver and revision of the industrial user’s discharge permit by the Director, the industrial user must certify on each report that there has been no increase in the pollutant in its wastestream due to activities of the industrial user, in accordance with the reporting requirements in 40 CFR 403.12(e)(2)(v). (8) In the event that a waived pollutant is found to be present or is expected to be present because of changes that occur in the industrial user’s operations, the industrial user shall immediately notify the Director and shall monitor for the waived pollutant at least once during each PRCC reporting period or more frequently if directed by the Director. (b) This Section does not supersede certification processes and requirements established in categorical pretreatment standards, except as otherwise specified in the categorical pretreatment standard. 16.09.105 Pretreatment Facilities. (a) Industrial users shall provide wastewater pretreatment as necessary to comply with this Chapter and shall achieve compliance with all categorical pretreatment standards, local limits, and the prohibitions contained in Section 16.09.040 of this Chapter within the time limitations specified by EPA, the State, or the Director, whichever is most stringent. Industrial users shall, at all times, properly operate and maintain all facilities and systems of treatment, disposal, monitoring, and control (and related appurtenances) which are installed or used by the industrial user to achieve compliance with this Chapter and/or their wastewater discharge permit. Any facilities necessary for compliance shall be provided, operated, and maintained at the industrial user’s expense. All required facilities and systems of treatment and operations and Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 31  Packet Pg. 191 of 436  *NOT YET APPROVED* 31 0290170_20250418_ms29 maintenance procedures shall be described in detailed plans, operations and maintenance manuals, and standard operating procedures. Plans, operations and maintenance manuals, and standard operating procedures shall be submitted to the Director for review, and shall be acceptable to the Director before such facilities and/or procedures are constructed and/or implemented. The review of such plans and operating procedures shall in no way relieve the industrial user from the responsibility of modifying such facilities and/or procedures as necessary to produce a discharge acceptable to the City under the provisions of this Chapter. Industrial users shall keep in a state of readiness all systems installed to achieve compliance with the provisions of this Chapter and/or their wastewater discharge permit. All systems, both those in service and reserve, shall be inspected and maintained on a regular basis. (b) Inspection and maintenance records for process and pollution control and monitoring systems shall be maintained and made available for inspection and copying as described in Section 16.09.155 of this Chapter. (c) It shall be unlawful to tamper with, divert flow from, or render inaccurate any monitoring device or equipment installed or operated to comply with pretreatment standards or requirements, this Chapter, or a discharge permit. Doing so constitutes falsification of information as described in Section 16.09.145 of this Chapter. (d) Whenever deemed necessary, the Director may require industrial users to restrict their discharge during peak flow periods, designate that certain wastewater be discharged only into specific sewers, relocate and/or consolidate points of discharge, separate sewage wastestreams from industrial wastestreams, and such other conditions as may be necessary to protect the POTW and determine the industrial user’s compliance with the requirements of this Chapter. (e) The Director may require any person discharging into the POTW to install and maintain, on their property and at their expense, a suitable storage and flow-control facility to ensure equalization of flow. An individual wastewater discharge permit may be issued solely for flow equalization. (f) The Director may require any discharger to install settling chambers or equivalent pretreatment systems where necessary to prevent the entry of inert solids into the sanitary sewer system. For the purposes of this Section, “inert solids” shall mean solid substances including, but not limited to: sand, rocks, dirt, glass, metal, wood, bone, or plastic; (g) Grease, oil, and sand interceptors shall be provided by the discharger when, in the opinion of the Director, they are necessary for the proper handling of wastewater containing excessive amounts of grease and oil, or sand; except that such interceptors shall not be required for residential users. All interception units shall be of a type and capacity approved by the Director and shall be so located to be easily accessible for cleaning and inspection. Such Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 32  Packet Pg. 192 of 436  *NOT YET APPROVED* 32 0290170_20250418_ms29 interceptors shall be inspected, cleaned, and repaired at the discharger’s expense in accordance with guidelines established by the Director. This subsection shall apply in addition to any applicable requirements of Chapter 16.13 of this Code. 16.09.110 Personnel Orientation. (a) Dischargers shall take necessary steps to inform appropriate personnel of the provisions of this Chapter and specifically, any operations and maintenance manuals and standard operating procedures required by this Chapter. Such personnel shall include, but not be limited to, workers, contractors, supervisors, and managers whose duties or responsibilities pertain in any manner to the production, treatment, or disposal of wastes regulated by this Chapter. (b) Steps to inform such personnel shall include, but not be limited to: (1) Orientation of newly employed or assigned personnel prior to commencement of work and at least annually thereafter; (2) Posting of signs at work areas indicating approved methods for disposition of wastes and reporting requirements and instructions for accidental spills and increased loadings; and (3) Posting of signs visible from each drainage area (sink, cup sink, floor drain, etc.) not connected to appropriate treatment indicating “NOTICE – DO NOT DISPOSE OF CHEMICALS IN THIS DRAIN” or equivalent. (c) All signs shall be translated into the primary language(s) of personnel whose duties or responsibilities pertain in any manner to the production, treatment or disposal of wastes regulated by this Chapter, unless the primary language of all personnel is English. 16.09.115 Accidental Discharge Prevention. (a) Industrial users shall provide adequate protection to prevent accidental discharge of hazardous or prohibited materials, slugs, or other wastes regulated by this Chapter. Where directed by the Director the industrial user shall install retention basins, dikes, storage tanks, or other facilities in conformance with Title 17 of this code designed to eliminate, neutralize, offset or otherwise negate the effects of prohibited materials or wastes which may be accidentally discharged in violation of Chapter 16.09. (b) Each industrial user shall notify the City immediately of any changes at its facility affecting the potential for a slug discharge as required by Section 16.09.135 of this Chapter. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 33  Packet Pg. 193 of 436  *NOT YET APPROVED* 33 0290170_20250418_ms29 (c) The Director may require any industrial user to develop, submit, and implement a slug control plan or take such other action that may be necessary to control slug discharges. A slug control plan shall contain, at a minimum, the following: (1) Description of discharge practices, including non-routine batch discharges; (2) Description of stored chemicals; (3) Procedures for immediately notifying the Director of slug discharges, as required by Section 16.09.135 of this Chapter; and (4) Procedures to prevent adverse impact from any accidental or slug discharge. Such procedures include, but are not limited to, inspection and maintenance of storage areas, handling and transfer of materials, loading and unloading operations, control of plant site runoff, worker training, building of containment structures or equipment, measures for containing toxic organic pollutants, including solvents, and/or measures and equipment for emergency response. 16.09.120 Reporting and Certification Requirements for Industrial Users. (a) Industrial users are subject to the reporting and certification requirements contained in Title 40 CFR Part 403. (b) Industrial users shall submit PRCCs to the Director every six months, on January 15th and July 15th of each calendar year. The Director may require more frequent reporting for individual industrial users as deemed reasonable or necessary to ensure compliance with the provisions of this Chapter. (c) All PRCCs must be signed by an authorized representative and contain appropriate certification statements. If the designation of an authorized representative is no longer accurate because a different individual or position has responsibility for the overall operation of the facility or overall responsibility for environmental matters for the company, a new written authorization satisfying the requirements of this Section must be submitted to the Director prior to or together with any reports to be signed by an authorized representative. (d) PRCCs shall be completed according to guidelines established by the Director. In cases where a pretreatment standard requires compliance with a BMP or pollution prevention alternative, the industrial user must submit documentation required by the Director or the categorical pretreatment standard necessary to determine the compliance status of the industrial user. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 34  Packet Pg. 194 of 436  *NOT YET APPROVED* 34 0290170_20250418_ms29 (e) The Director may require information on facility operations in addition to that required on PRCC forms as deemed necessary to evaluate industrial user compliance during the reporting period. (f) If an industrial user subject to the reporting requirements in this Chapter monitors any regulated pollutant at an appropriate sampling location more frequently than required and in accordance with the techniques prescribed in 40 CFR Part 136 and amendments thereto, the results of this monitoring shall be reported in the industrial user’s PRCC. (g) A discharger determined to be a non-significant categorical industrial user by the Director pursuant to Section 16.09.015(s)(5)(C) of this Chapter must annually submit the signed certification in accordance with 40 CFR 403.3(v)(2) and an alternative PRCC required by the Director. (h) The Director may establish an electronic submittal program for submission of reports, documents, and data pursuant to 40 CFR Part 3. (i) Industrial users that send electronic (digital) documents to the Director to satisfy the requirements of this Section must meet all Federal, State, and local electronic signature requirements. Electronic data shall be in a format required by the Director. The Director may require reporting in both digital and traditional format. (j) Industrial users that send electronic documents to the Director to satisfy the requirements of this Section must register for the system online and submit a signed subscriber agreement to the Director. An electronic submission shall be deemed to have been properly received by the Director when it is received by the electronic system, accessible by RWQCP staff and a confirmation is sent to the signatory making the submission. When the sender receives confirmation and can fully review the submitted materials, the report and related data shall be considered received. (k) Electronic submittal of reports, documents, and data by any person under an electronic submittal program established by the Director is subject to the following requirements: (1) A person is subject to any appropriate civil or criminal penalties, or other remedies under Federal, State or local law for failure to comply with a reporting requirement if the person does not comply with the applicable provisions of the established electronic submittal program; (2) In the event that any submittal under the established electronic submittal program bears an electronic signature, the electronic signature has the same effect under this Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 35  Packet Pg. 195 of 436  *NOT YET APPROVED* 35 0290170_20250418_ms29 Section as if the submitting person had instead submitted a paper document with a wet signature; (3) Proof that a particular electronic signature device was used to create an electronic signature included in reports, documents or data submitted under the established electronic submittal program shall be sufficient to establish that the individual uniquely entitled to use the electronic signature device at the time of signature did so with the intent to sign the electronic report, document or data and thereby validate and give effect to the electronic submittal; and (4) Nothing in the established electronic submittal program limits the use of the electronically submitted reports, documents, or data or any information contained therein as evidence in enforcement proceedings. (l) Failure to submit required reports by the specified due date shall be considered a violation of the provisions of this Chapter. The Director may allow submission of required reports on the following business day in instances where the due date falls on a weekend or a holiday. 16.09.125 Reports from Unpermitted Users. Dischargers not required to obtain an individual wastewater discharge permit or coverage under a general discharge permit shall provide reports to the Director as deemed reasonable or necessary by the Director. 16.09.130 Reports of Changed Conditions and Final Closure. Each industrial user shall notify the Director of any significant changes to the industrial user’s operations or system which might alter the nature, quality, or volume of its wastewater, including but not limited to facility or process closure, at least thirty (30) calendar days before the change. (a) The Director may require the industrial user to submit such information as may be deemed necessary to evaluate the changed condition, including the submission of a wastewater discharge permit application under Section 16.09.080 of this Chapter. (b) The Director may issue an individual wastewater discharge permit or a general discharge permit under Section 16.09.075 of this Chapter or modify an existing individual wastewater discharge permit or a general discharge permit under Section 16.09.085 of this Chapter in response to changed conditions or anticipated changed conditions. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 36  Packet Pg. 196 of 436  *NOT YET APPROVED* 36 0290170_20250418_ms29 (c) For the purposes of this Section, “final closure” means closure of an industrial or commercial facility when an entire building is being vacated by the current discharger, or when a discharger’s use of an entire building will no longer include use of hazardous materials. Prior to final closure of any industrial or commercial facility, the Director may require cleaning, inspection, and/or testing of the facility’s sanitary sewer lines, appurtenances, and/or devices at the discharger’s expense to ensure that the integrity of the sewer lines has not been compromised and to determine the quantity and pollutant content of sediments. Inspection and/or testing to ensure the integrity of sewer lines may be required at the discharger’s expense when the discharger’s discharge history at that facility includes pH fluctuations, or when past discharges may have compromised or call into question the integrity of the sewer lines. Inspection and/or testing to determine the quantity and pollutant content of sediments may be required when the discharger’s type of operations and pollutant content of discharges make the presence of contaminated sediments likely. Inspection and testing may include, but not be limited to, pressurized testing, smoke testing, video camera inspection, and/or analytical testing of sediments for pollutants regulated by the discharger’s discharge permit. Where contaminated sediments or compromised sewer lines are identified, responses may include, but are not limited to, requiring replacement of compromised sewer lines and requiring removal of contaminated sediments from sewer lines at discharger’s expense. In lieu of analytical testing, facilities may elect to remove sediments from sewer lines in a manner approved by the Director. 16.09.135 Reports of Potential Problems and Accidental Discharges. (a) In the case of any discharge, including, but not limited to, accidental discharges, discharges of a nonroutine, episodic nature, a noncustomary batch discharge, or a slug discharge that might cause problems for the POTW, the discharger shall immediately telephone and notify the Director of the incident at (650) 329-2122 or (650) 329-2598. If the discharger is unable to reach a live person at the POTW, the industrial user shall immediately notify the City by calling the City of Palo Alto 24-hour Dispatch Center at (650) 329-2413. This notification shall include the location of the discharge, type of waste, concentration and volume, if known, and corrective actions taken by the discharger. (b) The discharger shall immediately take action to stop, contain, and cleanup unauthorized discharges or otherwise stop the noncompliance with this Chapter, and correct the problem. (c) Unless directed otherwise by the Director, as soon as practicable and throughout the incident, the discharger shall collect representative samples at the point of release and at any impacted sampling location(s) and provide analytical results to the Director. (d) Within five (5) business days following such discharge, the discharger shall, unless waived by the Director, submit a detailed written report describing the cause(s) of the discharge and the measures to be taken by the discharger to prevent similar future occurrences. Such Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 37  Packet Pg. 197 of 436  *NOT YET APPROVED* 37 0290170_20250418_ms29 notification shall not relieve the discharger of any expense, loss, damage, or other liability which might be incurred as a result of damage to the POTW, natural resources, or any other damage to person or property; nor shall such notification relieve the discharger of any fines, penalties, or other liability which may be imposed pursuant to this Chapter. (e) A notice shall be permanently posted on the discharger’s bulletin board or other prominent place advising employees who to call in the event of a discharge described in subsection (a), above. Employers shall ensure that all employees, who could cause such a discharge to occur, are advised of the emergency notification procedure. (f) Significant industrial users are required to notify the Director immediately of any change at its facility affecting the potential for a slug discharge. 16.09.140 Reports of Noncompliance. (a) Noncompliance with the provisions of this Chapter, or the provisions of any discharge permit issued pursuant to this Chapter shall be reported to the Director within twenty-four (24) hours of becoming aware of the noncompliance. Reports of noncompliance related to discharge that might cause potential problems for the POTW are to be reported pursuant to section 16.09.135 of this Chapter. If the noncompliance is related to sampling performed by an industrial user, the industrial user shall repeat the sampling and analysis and submit the results of the repeat analysis to the Director within thirty (30) calendar days after becoming aware of the noncompliance. Resampling by the industrial user is not required if the City performs sampling at the industrial user’s facility at least once a month, or if the City performs sampling at the industrial user’s facility between the time when the initial sampling was conducted and the time when the industrial user or the City receives the results of this sampling, or if the City has performed the sampling and analysis in lieu of the industrial user. (b) Such notification shall not relieve the discharger of any expense, loss, damage, or other liability which might be incurred as a result of damage to the POTW, natural resources, or any other damage to person or property; nor shall such notification relieve the discharger of any fines, penalties, or other liability which may be imposed pursuant to this Chapter. 16.09.145 Falsification of Information. It shall be unlawful for any person to make any false statements, representations, or certifications in any application, record, report, plan, or other documentation filed, or required to be maintained, pursuant to this Chapter, an individual wastewater discharge permit, general discharge permit, or order issued hereunder, or who falsifies, tampers with, diverts flow from, or knowingly renders inaccurate any monitoring device or method required under this Chapter. A person who knowingly makes any such false statements, representations, or certifications shall be subject to: Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 38  Packet Pg. 198 of 436  *NOT YET APPROVED* 38 0290170_20250418_ms29 (a) The provisions of 18 U.S.C. Section 1001 relating to fraud and false statements; (b) The provisions of Section 309(c)(4) of the Clean Water Act (33 U.S.C. Section 1319(c)(4) as amended, governing false statements, representations or certification; (c) The provisions of Section 309(c)(6) of the Clean Water Act (33 U.S.C. Section 1319(c)(6) regarding responsible corporate officers; and (d) Enforcement under Section 16.09.200 of this Chapter. 16.09.150 Date of Receipt of Reports. Written reports will be deemed to have been submitted on the date postmarked. For reports that are not mailed, postage prepaid, into a mail facility serviced by the United States Postal Service, the date of receipt of the report shall govern. 16.09.155 Retention of Records. Industrial users subject to the reporting requirements of this Chapter shall retain, and make available for inspection and copying without unreasonable delay, all records of information obtained pursuant to this Chapter including, but not limited to, any required monitoring activities, any additional records of information obtained pursuant to monitoring activities undertaken by the industrial user independent of such requirements, hazardous waste manifests, and documentation associated with BMPs. This includes electronic data and information records maintained and/or submitted in accordance with Section 16.09.120 of this Chapter. Records shall include the date, exact place, method, and time of sampling, and the name of the person(s) taking the samples; the dates analyses were performed; who performed the analyses; the analytical techniques or methods used; and the results of such analyses. All records required to be maintained by this Chapter shall remain available for a period of at least three (3) years. This period shall be automatically extended for the duration of any unresolved litigation concerning the industrial user or the City, or where the industrial user has been specifically notified of a longer retention period by the Director. 16.09.160 Requirements for Sinks and Drains. (a) Interior (indoor) floor drains may not be placed in areas where hazardous materials, hazardous wastes, industrial wastes, industrial process water, lubricating fluids, vehicle fluids, or vehicle equipment cleaning wastewater are used or stored. The Director may allow an exception to this requirement under the following circumstances: Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 39  Packet Pg. 199 of 436  *NOT YET APPROVED* 39 0290170_20250418_ms29 (1) When the drain is connected to a wastewater treatment unit approved by the Director; (2) When the drain is protected from spills by a berm system; (3) When secondary containment is provided for all such materials and equipment; (4) For safety showers: When the drain is installed with a temporary plug which remains closed except when the shower is in use, or when the drain is protected from spills by either a covered sump or berm system; (5) For industrial process equipment: If the equipment does not contain hazardous materials or hazardous waste and if all floor drains are equipped with fail-safe valves which shall be kept closed during periods of operation. (b) Exterior (outdoor) drains may be connected to the sanitary sewer system only if the area in which the drain is located is covered and protected from rainwater run-on by berms and/or grading, and appropriate wastewater pretreatment approved by the Director is provided. (c) Aspirators connected to laboratory sink faucets are prohibited. Aspirators designed and used for transferring acids and bases from stationary, permanent laboratory sinks to treatment facilities shall be allowed. (d) No chemicals or hazardous material shall be stored above a sink that is connected to the sanitary sewer system. Laboratory countertops and laboratory sinks shall be separated by a berm which prevents hazardous materials spilled on the countertop from draining to the sink. (e) Sewer traps below laboratory sinks shall be made of glass or other approved transparent materials to allow inspection and to determine frequency of cleaning. Alternatively, a removable plug for cleaning the trap may be provided, in which case a cleaning frequency shall be established by the Director. The Director may grant an exception to this requirement for areas where mercury or mercury-containing equipment will not be stored or used; provided, that in the event such an exception is granted and mercury or mercury-containing equipment is subsequently stored or used in the area, the sink trap shall be retrofitted at the discharger’s expense to meet this requirement prior to storage or use of mercury or mercury-containing equipment. 16.09.165 Requirements for Newly Constructed, Remodeled, Improved, or Converted Commercial and Industrial Facilities. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 40  Packet Pg. 200 of 436  *NOT YET APPROVED* 40 0290170_20250418_ms29 (a) The following requirements apply, where applicable or necessary to effectuate the objectives of this Chapter, to new construction, remodels, improvement, or conversions of commercial and industrial facilities that require a planning entitlement or building permit from the City: (1) Dischargers of industrial waste shall be in full compliance with the provisions of this Chapter prior to commencement of discharge into the sanitary sewer system; (2) Upon request of the Director, dischargers shall complete a waste minimization study in accordance with guidelines established by the Director; (3) Industrial waste shall be separated from sewage by means of separate plumbing prior to a point determined acceptable by the Director for location of industrial waste pretreatment and/or monitoring equipment; (4) Sinks as well as exterior and interior drains are subject to the requirements of and shall be in compliance with Section 16.09.160 of this Chapter; (5) Copper, copper alloys, lead, and lead alloys, including brass, shall not be used in sewer lines, connectors, or seals coming in contact with sanitary sewage except for domestic waste sink traps and short lengths of associated connecting pipes where alternate materials are not practical; (6) Sacrificial zinc anodes are not permitted to be in contact with the water supply in a water distribution system; (7) Discharge drains for pools, spas, and fountains shall not be connected directly to the storm drain system or to the sanitary sewer system. (8) If installed, parking garage floor drains on interior levels shall be connected to an oil-water separator prior to discharging to the sanitary sewer system. The oil-water separator shall be cleaned at a frequency of at least once every twelve (12) months or more frequently if recommended by the manufacturer or required by the Director. Installation, certification, and maintenance records shall be maintained and made available for inspection and copying as described in Section 16.09.155 of this Chapter. Oil-water separators shall have a minimum capacity of 100 gallons; (9) Mercury switches shall not be installed in sewer or storm drain sumps; 16.09.170 Requirements for Newly Constructed, Remodeled, Improved, or Converted Multiple-Family Use Residential Properties. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 41  Packet Pg. 201 of 436  *NOT YET APPROVED* 41 0290170_20250418_ms29 (a) The following requirements apply, where applicable or necessary to effectuate the objectives of this Chapter, to newly constructed, remodeled, improved, or converted multiple- family use residential properties that require a planning entitlement or building permit from the City to the extent that the portion of the property to be constructed, remodeled, or converted is related to the subject of the requirement: (1) Sinks as well as interior and exterior drains are subject to the requirements of and shall be in compliance with Section 16.09.160 of this Chapter; (2) Copper, copper alloys, lead, and lead alloys, including brass, shall not be used in sewer lines, connectors, or seals coming in contact with sanitary sewage except for domestic waste sink traps and short lengths of associated connecting pipes where alternate materials are not practical; (3) Sacrificial zinc anodes are not permitted to be in contact with the water supply in a water distribution system; (4) Discharge drains for pools, spas, and fountains shall not be connected directly to the storm drain system or to the sanitary sewer system. When draining is necessary the discharge to the sanitary sewer system will be allowed pursuant to permitting requirements under Section 16.09.180. (5) If installed, parking garage floor drains on interior levels shall be connected to an oil-water separator prior to discharging into the sanitary sewer system. The oil-water separator shall be cleaned at a frequency of at least once every twelve (12) months or more frequently if recommended by the manufacturer or required by the Director. Installation, certification, and maintenance records shall be maintained and made available for inspection and copying as described in Section 16.09.155 of this Chapter. Oil-water separators shall have a minimum capacity of 100 gallons; (6) Newly constructed, remodeled or converted multiple-family use residential properties and residential development projects with 25 or more units shall provide a covered area for occupants to wash their vehicles. A drain shall be installed to capture all vehicle washwaters and shall be connected to an oil-water separator prior to discharge to the sanitary sewer system. The oil-water separator shall be cleaned at a frequency of at least once every twelve (12) months or more frequently if recommended by the manufacturer or required by the Director. Oil-water separators shall have a minimum capacity of 100 gallons. The area shall be graded or bermed in such a manner as to prevent the discharge of stormwater to the sanitary sewer system. This requirement can be exempted if no washing is allowed on-site via rental/lease agreement, any hose bibs are to be fitted with lock-outs or other connection controls, and signage is posted indicating that car washing is not allowed; Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 42  Packet Pg. 202 of 436  *NOT YET APPROVED* 42 0290170_20250418_ms29 (7) Mercury switches shall not be installed in sewer or storm drain sumps; 16.09.175 Requirements for Cooling Systems, Pools, Spas, Fountains, Boilers, and Heat Exchangers. (a) Once-through cooling water from systems using potable water as a coolant shall not be discharged to the sanitary sewer system except in the following instances: (1) Emergency; (2) For once-through cooling water used for bench top reflux or distillation or other similarly sized activity; or (3) For short term use only, upon the determination that the use is for a research activity for which another source of cooling is not readily available. (b) No person shall add to cooling systems, pools, spas, fountains, boilers, or heat exchangers, any substance that contains any of the following: (1) Chromium in excess of 2.0 mg/L; (2) Copper in excess of 2.0 mg/L; (3) Zinc in excess of 2.0 mg/L; (4) Tributyltin in excess of 0.1 mg/L or (5) Molybdenum in excess of 2.0 mg/L. The above limits shall apply to any of the above-listed substances pri to dilution in the cooling system, pool, spa, fountain, boiler, or heat exchanger. (c) Cooling towers shall be equipped with flow monitoring equipment for the measurement of makeup water and blowdown. (d) Devices using electricity to dissolve copper or silver into water distribution systems, cooling systems, pools, spas, or fountains must be authorized by the Director in writing. 16.09.180 Requirements for Exceptional Waste. (a) A discharger may submit a discharge permit application form established by the Director to request to discharge prohibited wastes not in conformance with this Chapter or wastes containing concentrations of substances or characteristics in excess of those permitted Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 43  Packet Pg. 203 of 436  *NOT YET APPROVED* 43 0290170_20250418_ms29 by this Chapter. Discharge originating within the City of Palo Alto of such wastes shall not be allowed without first obtaining a discharge permit from the Director. (b) Exceptional wastes, as used in this Section, are aqueous wastes that may include, but are not limited to: (1) Construction site dewatering wastewater where soil or groundwater contamination is or may be present; (2) Groundwater contaminated with organic solvents generated as a result of pump tests in preparation for a groundwater cleanup and wastewater generated during sampling activities; (3) Aqueous wastes generated by either permanent or mobile hazardous waste treatment units used to treat hazardous wastes at the generator’s site; (4) Aqueous wastes generated as a result of site cleanup activities; (5) Pool drainage greater than 20,000 gallons. Pools that are 20,000 gallons or less may be drained with a hose or other temporary system or a fixed pipe with an air gap an receiving sink to a discharger’s sanitary sewer cleanout pursuant to Section 16.09.170 without an Exceptional Waste Discharge Permit if done so during dry weather and at a rate of 30 gpm or less; or (6) Fire sprinkler system flush, test, or drain water discharged at a rate greater than 30 gpm. Fire sprinkler system flush, test, or drain water discharged at a rate less than 30 gpm may be drained to a discharger’s sanitary sewer cleanout without an Exceptional Waste Discharge permit. (c) The maximum allowable limit for copper for exceptional wastes to the sanitary sewer system shall be 2.0 mg/L. 16.09.185 Root and Pest Control Chemical Use. (a) No person shall discharge, dispose of or add to the sanitary sewer system any substance intended to control roots or pests without first obtaining a discharge permit from the Director. Applicants for a discharge permit shall submit a completed discharge permit application form established by the Director. (b) The Director may impose terms and conditions in the discharge permit which the Director deems reasonable or necessary to carry out the purpose of this Chapter. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 44  Packet Pg. 204 of 436  *NOT YET APPROVED* 44 0290170_20250418_ms29 (c) No person shall discharge, dispose of, or add to the sanitary sewer system any substance containing greater than five percent copper by weight, or copper sulfate in any amount, to control roots. (d) The provisions of this Section shall not apply to discharges from residential properties. 16.09.190 Requirements for Dental Facilities. (a) Except as provided in Subsection (b) below, no person shall discharge, cause, allow, or permit any discharge to the sanitary sewer system from a dental vacuum system, unless such discharge has first been processed through an amalgam separator as defined by Section 16.09.015 of this Chapter. (b) A dental vacuum system may be operated without an amalgam separator provided that the system is not used in connection with the removal or placement of fillings that contain dental amalgam except in limited emergency or unplanned, unanticipated circumstances, and the system is used exclusively by the following types of dental practices: (1) Oral Pathology; (2) Oral and Maxillofacial Radiology; (3) Oral and Maxillofacial Surgery; (4) Orthodontics; (5) Periodontics; or (6) Prosthodontics. (c) Dental dischargers shall submit reports for each facility in accordance with guidelines established by the Director. (d) Dental dischargers that remove or place dental amalgam shall comply with the following BMPs: (1) Amalgam separators shall be maintained in accordance with manufacturer recommendations. Installation, certification, and maintenance records shall be maintained and made available for inspection and copying as described in Section 16.09.155 of this Chapter; Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 45  Packet Pg. 205 of 436  *NOT YET APPROVED* 45 0290170_20250418_ms29 (2) Amalgam separator(s) shall be inspected in accordance with the manufacturer’s operating manual to ensure proper operation and maintenance of the separator(s) and to confirm that all amalgam process wastewater is flowing through the amalgam retaining portion of the amalgam separator(s). In the event that an amalgam separator is not functioning properly, the amalgam separator must be repaired consistent with manufacturer instructions or replaced with a compliant unit within ten (10) business days after the malfunction is discovered by the dental discharger; (3) Amalgam retaining units shall be replaced in accordance with the manufacturer’s schedule as specified in the manufacturer’s operating manual or when the amalgam retaining unit has reached the maximum level, as specified by the manufacturer in the operating manual, at which the amalgam separator can perform to the specified efficiency, whichever comes sooner; (4) Dental office personnel who handle amalgam and amalgam waste shall be trained in the proper handling, management, and disposal of mercury-containing materials. Training records shall be maintained and made available for inspection and copying in accordance with Section 16.09.155 of this Chapter; (5) Amalgam waste including, but not limited to dental amalgam from chair- side traps, screens, vacuum pump filters, dental tools, cuspidors, or collection devices shall not be discharged to the sanitary sewer system. Amalgam waste shall be stored, managed and disposed in accordance with applicable Federal, State, and local regulations including the following; (A) Store and dispose of used chair-side traps, vacuum pump filters, screens, and their contents with amalgam waste. (B) Store amalgam waste in airtight, structurally sound, and appropriately labeled containers. (6) Oxidizing or acidic cleaners, including but not limited to bleach, chlorine, iodine, and peroxide, that have a pH lower than 6 or greater than 8 shall not be used to disinfect dental unit water lines, chair-side traps, and vacuum lines that discharge amalgam process wastewater to the sanitary sewer system; and (7) The use of bulk mercury is prohibited. Only pre-capsulated dental amalgam is permitted. (e) Records required to be kept pursuant to this Section shall be maintained and made available for inspection and copying as described in Section 16.09.155 of this Chapter. 16.09.195 Publication of Users in Significant Noncompliance. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 46  Packet Pg. 206 of 436  *NOT YET APPROVED* 46 0290170_20250418_ms29 The Director shall publish at least annually, in a newspaper of general circulation that provides meaningful public notice within the jurisdictions served by the POTW, a list of the industrial users which, at any time during the previous twelve (12) months, were in significant noncompliance with applicable pretreatment standards and requirements. For the purposes of this Section, a significant industrial user (or any industrial user that violates subsections (c), (d), or (h) of this Section) is in significant noncompliance if its violation meets one or more of the following criteria: (a) Chronic violations of wastewater discharge limits, defined here as those in which sixty-six percent (66%) or more of all of the measurements taken for the same pollutant parameter during a six- (6-) month period exceed (by any magnitude) a numeric pretreatment standard or requirement, including instantaneous limits, as defined by 40 CFR 403.3(l); (b) Technical review criteria (TRC) violations, defined here as those in which thirty- three percent (33%) or more of all of the measurements taken for the same pollutant parameter during a 6-month period equal or exceed the product of the numeric pretreatment standard or requirement including instantaneous limits, as defined by 40 CFR 403.3(l) multiplied by the applicable TRC (TRC=1.4 for BOD, TSS, fats, oil, and grease, and 1.2 for all other pollutants except pH); (c) Any other violation of a pretreatment standard or requirement as defined by 40 CFR 403.3(l) (daily maximum, long-term average, instantaneous limit, or narrative standard) that the Director determines has caused, alone or in combination with other discharges, interference or pass through (including endangering the health of City personnel or the general public); (d) Any discharge of a pollutant that has caused imminent endangerment to human health, welfare, or to the environment or has resulted in the POTW’s exercise of its emergency authority under 40 CFR 403.8(f)(1)(vi)(B) to halt or prevent such a discharge; (e) Failure to meet, within ninety (90) days after the scheduled date, a compliance schedule milestone contained in an individual wastewater discharge permit or a general discharge permit or enforcement order for starting construction, completing construction, or attaining final compliance; (f) Failure to provide, within forty-five (45) days after the due date, required reports such as baseline monitoring reports, ninety- (90-) day compliance reports, periodic self- monitoring reports (PRCC), and reports on compliance with compliance schedules; (g) Failure to accurately report noncompliance; or (h) Any other violations or group of violations, which may include a violation of BMPs, which the Director determines will adversely affect the operation or implementation of the pretreatment program. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 47  Packet Pg. 207 of 436  *NOT YET APPROVED* 47 0290170_20250418_ms29 16.09.200 Enforcement and Penalties. (a) Warning. When the Director finds that a discharger has violated, or continues to violate, any provision of this Chapter, an individual wastewater discharge permit, a general discharge permit, or order issued hereunder, or any other pretreatment standard or requirement, the Director may issue verbal or written warnings in response to minor violations of this Chapter. Compliance with warnings does not limit further enforcement action by the City. Warnings shall not be a prerequisite to any other enforcement action, including permit suspension or revocation as described in subsection c below. (b) Notice of violation. When the Director finds that a discharger has violated, or continues to violate, any provision of this Chapter, an individual wastewater discharge permit, a general discharge permit, or order issued hereunder, or any other pretreatment standard or requirement, the Director may serve upon that discharger a written notice of violation (NOV). The NOV may include a deadline to correct such violation(s), or to respond with an explanation of the violation(s) and a plan for the satisfactory correction and prevention thereof. Submission of such a plan in no way relieves the discharger of liability for any violations occurring before or after receipt of the NOV. Nothing in this Section shall limit the authority of the Director to take any action, including emergency actions or any other enforcement action, without first issuing a notice of violation. (c) Permit revocation or suspension. Subject to the procedural requirements of Section 16.09.205 of this Chapter, the Director may revoke or suspend an individual wastewater discharge permit or coverage under a general discharge permit for good cause, including, but not limited to, the following reasons: (1) Failure to notify the Director of significant changes to the wastewater prior to the changed discharge; (2) Failure to provide prior notification to the Director of changed conditions pursuant to Section 16.09.130 of this Chapter; (3) Misrepresentation or failure to fully disclose all relevant facts in the discharge permit application; (4) Falsifying self-monitoring reports and certification statements; (5) Tampering with monitoring equipment; (6) Refusing to allow the Director timely access to the facility premises and records; Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 48  Packet Pg. 208 of 436  *NOT YET APPROVED* 48 0290170_20250418_ms29 (7) Failure to meet effluent limitations; (8) Failure to pay fees, fines, sewer charges, or penalties; (10) Failure to meet compliance schedules; (11) Failure to complete a discharge permit application; (12) Failure to provide advance notice of the transfer of business ownership of a permitted facility; or (13) Violation of any pretreatment standard or requirement, term of the individual wastewater discharge permit, general discharge permit, or provision of this Chapter. (d) Required installation of capture system. The Director may order that a discharger install, at the expense of the discharger, a temporary system for the capture, treatment, testing, and release (or off-haul) of wastewater, subject to the following: (1) This requirement will apply to facilities that have produced multiple violations for the same parameter at the same sampling point or repeat violation of permit provisions, when the Director determines that appropriate corrective measures have proved difficult to identify or implement; (2) This requirement will apply only to those specific areas of a facility from which the Director determines that the discharge or noncompliance may be originating, rather than to the entire flow from the facility, unless there is no reasonable way to determine where the discharge may be originating or to segregate said flows; (3) If the Director determines that a capture system is impractical, the Director may require an alternative compliance measure of equivalent effectiveness; and (4) This requirement will be terminated following a demonstration of compliance as determined by the Director. The sampling required to demonstrate compliance for violations of pollutant limits shall be set by the Director and may be up to twenty-one (21) consecutive business days of violation-free self-monitoring by the discharger followed by up to ten (10) days of violation-free sampling by the Director. (e) Cease and desist orders. When the Director finds that a discharger has violated, or continues to violate, any provision of this Chapter, an individual wastewater discharge permit, a general discharge permit or order issued hereunder, or any other pretreatment standard or requirement, or that the discharger’s past violations are likely to recur, the Director may issue an Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 49  Packet Pg. 209 of 436  *NOT YET APPROVED* 49 0290170_20250418_ms29 order to the discharger directing it to cease and desist all such violations and directing the discharger to: (1) Immediately comply with all pretreatment requirements and pretreatment standards contained in this Chapter; and (2) Take such appropriate remedial or preventative action as may be needed to properly address a continuing or threatened violation, including halting operations and/or terminating the discharge. Issuance of a cease and desist order shall not be a bar against, or a prerequisite for, taking any other action against the discharger. (f) Administrative compliance order. When the Director finds that a discharger has violated, or continues to violate, any provision of this Chapter, an individual wastewater discharge permit, a general discharge permit, or order issued hereunder, or any other pretreatment standard or requirement, the Director may issue a compliance order to the discharger in accordance with Chapter 1.16 of this code. If the discharger does not come into compliance within the time provided, sewer service may be discontinued unless adequate treatment facilities, devices, or other related appurtenances are installed and properly operated, in addition to any other relief allowed by Chapter 1.16 or any other law. Compliance orders also may contain other requirements to address the noncompliance, including additional self- monitoring and management practices designed to minimize the amount of pollutants discharged to the sewer. A compliance order may not extend the deadline for compliance established for a pretreatment standard or requirement, nor does a compliance order relieve the discharger of liability for any violation, including any continuing violation. Issuance of a compliance order shall not be a bar against, or a prerequisite for, taking any other action against the discharger. (g) Administrative citation. When the Director finds that a discharger has violated, or continues to violate, any provision of this Chapter, an individual wastewater discharge permit, a general discharge permit, or order issued hereunder, or any other pretreatment standard or requirement, the Director may issue an administrative citation in accordance with Chapter 1.12 of this code. Issuance of an administrative citation shall not be a bar against, or a prerequisite for, taking any other action against the person. (h) Emergency suspension. The Director may immediately order a discharger to suspend any discharge, after informal notice, whenever such suspension is necessary to stop an actual or threatened discharge, which reasonably appears to present, or cause an imminent or substantial endangerment to the health or welfare of persons. The Director may also immediately order a discharger to suspend any discharge, after notice and opportunity to respond, that threatens to interfere with the operation of the POTW, or which presents, or may present, an endangerment to the environment. Any discharger notified of a suspension shall immediately stop or eliminate its discharge. In the event of a discharger’s failure to immediately comply Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 50  Packet Pg. 210 of 436  *NOT YET APPROVED* 50 0290170_20250418_ms29 voluntarily with the suspension order, the Director may take such steps as deemed necessary, including immediate severance of the sewer connection, to prevent or minimize damage to the POTW, its receiving stream, or endangerment to any persons. Such suspension shall be effective immediately, but shall be reviewable pursuant to the hearing process provided in Section 16.09.205 of this Chapter. The Director may allow the discharger to recommence its discharge when the discharger has demonstrated to the satisfaction of the Director that the period of endangerment has passed, unless the emergency termination or permit revocation proceedings in Section 16.09.200 of this Chapter are initiated against the discharger. (i) Emergency termination of discharge. The City reserves the right to revoke any permit issued pursuant to this Chapter and/or terminate or cause to be terminated sewer service to any premises for noncompliance with the provisions of this Chapter, an individual wastewater discharge permit, a general discharge permit, which reasonably appear to present an imminent endangerment to the health, safety, and welfare of persons. The discharger shall immediately cease any noncompliant discharge, upon verbal and/or written notice of the Director. Such termination shall be effective immediately, but shall be reviewable pursuant to the hearing process provided in Section 16.09.205 of this Chapter. (j) Injunctive relief. When the Director finds that a discharger has violated, or continues to violate, any provision of this Chapter, an individual wastewater discharge permit, a general discharge permit, or order issued hereunder, or any other pretreatment standard or requirement, the Director may petition the Superior Court of California through the City Attorney for the issuance of a temporary or permanent injunction, as appropriate, which restrains or compels the specific performance of the individual wastewater discharge permit, the general discharge permit, order, or other requirement imposed by this Chapter on activities of the discharger. The Director may also seek such other action as is appropriate for legal and/or equitable relief, including a requirement for the discharger to conduct environmental remediation. A petition for injunctive relief shall not be a bar against, or a prerequisite for, taking any other action against a discharger. (k) Civil penalties. (1) Any person who has violated, or continues to violate any provision of this Chapter, an individual wastewater discharge permit, a general discharge permit, or order issued hereunder, or any other pretreatment standard or requirement shall be liable to the City for a maximum civil penalty of up to twenty-five thousand dollars ($25,000) per day for each day in which such violation occurs. In the case of a monthly or other long-term average discharge limit, penalties shall accrue for each day during the period of the violation. (2) The City may petition the Superior Court of California pursuant to Government Code Section 54740 to recover the sums in subsection (k)(1) of this Section as well as reasonable attorneys’ fees, court costs, and other expenses associated with enforcement Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 51  Packet Pg. 211 of 436  *NOT YET APPROVED* 51 0290170_20250418_ms29 activities, including sampling and monitoring expenses, and the cost of any actual damages incurred by the City. (3) Filing a suit for civil penalties shall not be a bar against, or a prerequisite for, taking any other action against a discharger. (l) Criminal penalties. As provided in Chapter 1.08 of this code, violations of the provisions of this Chapter shall be subject to criminal penalties. The following employee positions are authorized to exercise the authority provided in California Penal Code section 836.5 for violations of this Chapter: manager watershed protection, senior engineer, manager environmental control program, associate engineer, senior industrial waste investigator, industrial waste investigator, industrial waste inspector. (m) Remedies nonexclusive. The remedies provided for in this Chapter are cumulative and not exclusive, and shall be in addition to the provisions of Chapters 1.08, 1.12, and 1.16 of this code, and all other remedies available to the City under Federal, State, or local law. The Director may take any, all, or any combination of these actions against a noncompliant discharger. Enforcement actions may be taken concurrently. 16.09.205 Permit Denial, Modification, Suspension, or Revocation Hearing. (a) An applicant or permit holder shall have at its request, a hearing before the city manager, or their designee, before the applicant’s discharge permit application is denied, or before modification, subjugation to additional terms and conditions, reissuance, suspension, or revocation of a discharger’s discharge permit. (b) The Director, or their designee, shall give the applicant or permit holder ten (10) calendar days written notice of intent to deny the applicant’s discharge permit application or to modify, make subject to additional terms, suspend, or revoke a discharge permit. Permit modifications that are requested by the discharger, that solely entail a permit term extension, or result from facility final closure are not subject to this notification requirement. The notice shall set forth specifically the grounds for the Director’s intention to deny the applicant’s discharge permit application, or to modify, make subject to additional terms, suspend, or revoke a discharge permit and shall inform the applicant or permit holder that they have ten (10) calendar days from the date of receipt of the notice to file a written request for a hearing. The application shall be denied or the permit shall be revoked, modified, or suspended if a hearing request is not received within the ten day period. (c) If the applicant or permit holder file(s) a timely hearing request, the city manager, or their designee, shall within ten (10) calendar days from the receipt of the request, set a time and place for the hearing. All parties involved shall have the right to offer testimonial, documentary, and tangible evidence bearing on the issues and to be represented by counsel. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 52  Packet Pg. 212 of 436  *NOT YET APPROVED* 52 0290170_20250418_ms29 The decision of the city manager, or designee, whether to deny the discharge permit application or to modify, make subject to additional terms, suspend, or revoke the discharge permit shall be final. (d) Nothing in this Section shall limit the authority of the Director to take any emergency enforcement actions as specified in Section 16.09.200 of this Chapter. 16.09.210 Affirmative Defenses to Discharge Violations: Upset. (a) For the purposes of this Section “upset” means an exceptional incident in which there is unintentional and temporary noncompliance with categorical pretreatment standards because of factors beyond the reasonable control of the industrial user. An upset does not include noncompliance to the extent caused by operational error, improperly designed treatment facilities, inadequate treatment facilities, lack of preventive maintenance, or careless or improper operation. (b) An upset shall constitute an affirmative defense to an action brought for noncompliance with categorical pretreatment standards if the requirements of subsection (c), below, are met. (c) An industrial user who wishes to establish the affirmative defense of upset shall demonstrate, through properly signed, contemporaneous operating logs, or other relevant evidence that: (1) An upset occurred and the industrial user can identify the cause(s) of the upset; (2) The facility was at the time being operated in a prudent and workman-like manner and in compliance with applicable operation and maintenance procedures and discharge permit conditions; and (3) The industrial user has submitted the following information to the Director within twenty-four (24) hours of becoming aware of the upset (if this information is provided orally, a written submission must be provided within five (5) calendar days): (A) A description of the indirect discharge and cause of noncompliance; (B) The period of noncompliance, including exact dates and times or, if not corrected, the anticipated time the noncompliance is expected to continue; and Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 53  Packet Pg. 213 of 436  *NOT YET APPROVED* 53 0290170_20250418_ms29 (C) Steps being taken and/or planned to reduce, eliminate, and prevent recurrence of the noncompliance. (d) In any enforcement proceeding, the industrial user seeking to establish the occurrence of an upset shall have the burden of proof. (e) Industrial users shall have the opportunity for a judicial determination on any claim of upset only in an enforcement action brought for noncompliance with categorical pretreatment standards. (f) Industrial users shall control production of all discharges to the extent necessary to maintain compliance with categorical pretreatment standards upon reduction, loss, or failure of its treatment facility until the facility is restored or an alternative method of treatment is provided. This requirement applies in the situation where, among other things, the primary source of power of the treatment facility is reduced, lost, or fails. 16.09.215 Affirmative Defenses to Discharge Violations: Prohibited Discharge Standards. (a) An industrial user shall have an affirmative defense in any action brought against it for noncompliance with the general prohibitions established in Section 16.09.040 of this Chapter and the specific prohibitions established in subsections (b)(3) through (b)(7) and (b)(9) through (b)(17) of Section 16.09.040 of this Chapter if it can prove that it did not know, or have reason to know, that its discharge, alone or in conjunction with discharges from other sources, would cause pass through or interference and that either: (1) A local limit exists for each pollutant discharged and the industrial user was in compliance with each limit directly prior to, and during, the pass through or interference; or (2) No local limit exists, but the discharge did not change substantially in nature or constituents from the industrial user’s prior discharge when the City was regularly in compliance with its NPDES permit, and in the case of interference, was in compliance with applicable sludge use or disposal requirements. 16.09.220 Affirmative Defenses to Discharge Violations: Bypass. (a) For the purposes of this Section the following terms and phrases shall be as defined herein: (1) “Bypass” means the intentional diversion of wastestreams from any portion of an industrial user’s treatment facility; and Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 54  Packet Pg. 214 of 436  *NOT YET APPROVED* 54 0290170_20250418_ms29 (2) “Severe property damage” means substantial physical damage to property, damage to the treatment facilities which causes them to become inoperable, or substantial and permanent loss of natural resources which can reasonably be expected to occur in the absence of a bypass. Severe property damage does not mean economic loss caused by delays in production. (b) An industrial user may allow any bypass to occur which does not cause pretreatment standards or requirements to be violated, but only if the bypass is for essential maintenance to assure efficient operation or there are no feasible alternatives to the bypass. These bypasses are not subject to the provision of subsections (d) through (f) of this Section. (c) If an industrial user knows in advance of the need for bypass, it shall submit prior notice to the Director at least ten (10) calendar days before the date of the bypass, or if the need for bypass becomes known less than ten (10) calendar days in advance, as soon as possible prior to the bypass. (d) An industrial user shall submit oral notice to the Director of an unanticipated bypass that exceeds applicable pretreatment standards within twenty-four (24) hours from the time it becomes aware of the bypass per Section 16.09.135 of this Chapter. A written submission shall also be provided to the Director within five (5) calendar days of the time the industrial user becomes aware of the bypass. The written submission shall contain a description of the bypass and its cause; the duration of the bypass, including exact dates and times, and, if the bypass has not been corrected, the anticipated time it is expected to continue; and steps taken or planned to reduce, eliminate, and prevent reoccurrence of the bypass. The Director may waive the written report on a case-by-case basis if the oral report has been received within twenty-four (24) hours. (e) Bypass is prohibited, and the Director may take enforcement action against an industrial user for a bypass, unless; (1) Bypass was unavoidable to prevent loss of life, personal injury, or severe property damage; (2) There were no feasible alternatives to the bypass, such as the use of auxiliary treatment facilities, retention of untreated wastes, or maintenance during normal periods of equipment downtime. This condition is not satisfied if adequate back-up equipment should have been installed in the exercise of reasonable engineering judgment to prevent a bypass which occurred during normal periods of equipment downtime or preventative maintenance; and (3) The industrial user submitted notices as required under subsections (c) or (d) of this Section. Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 55  Packet Pg. 215 of 436  *NOT YET APPROVED* 55 0290170_20250418_ms29 (f) The Director may approve an anticipated bypass, after considering its adverse effects, if the Director determines that it will meet the three conditions listed in subsection (e) of this Section. 16.09.225 Pretreatment Charges and Fees. The City may adopt reasonable fees for reimbursement of costs of setting up and operating the City’s pretreatment program, which may include: (a) Fees for discharge permit applications including the cost of processing such applications; (b) Fees for monitoring, inspection, and surveillance procedures including the cost of collection and analyzing a discharger’s discharge, and reviewing monitoring reports and certification statements submitted by dischargers; (c) Fees for filing appeals; (d) Fees to recover administrative and legal costs (not included in subsection (b) of this Section) associated with the enforcement activity taken by the Director to address discharger noncompliance; and (e) Other fees as the City may deem necessary to carry out the requirements of this Chapter. 16.09.230 Obstruction, Damage or Impairment to POTW. Dischargers shall be responsible for and liable to the City for any discharge that causes an obstruction, damage, or any other impairment to the POTW. When a discharge causes an obstruction, damage, or any other impairment to the POTW, the City may assess a charge against the discharger to reimburse the City for costs incurred to clean or repair said obstruction, damage, or impairment. SECTION 3. This amended ordinance shall apply to all permits currently in effect and all dischargers, whether permitted or not. SECTION 4. If any Section, Subsection, clause or phrase of this Ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining portion or Sections of the Ordinance. The Council hereby declares that it would have adopted the Ordinance and each Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 56  Packet Pg. 216 of 436  *NOT YET APPROVED* 56 0290170_20250418_ms29 Section, Subsection, sentence, clause or phrase thereof irrespective of the fact that any one or more Sections, Subsections, sentences, clauses or phrases be declared invalid. SECTION 5. The Council finds that this project is exempt from the provisions of the California Environmental Quality Act (“CEQA”), pursuant to Section 15308 of the CEQA Guidelines, because it is an action taken by the City as a regulatory agency to assure the maintenance, restoration, enhancement, or protection of the environment where the regulatory process involves procedures for protection of the environment. SECTION 6. This ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ City Attorney or Designee City Manager ____________________________ Director of Public Works Item 16 Attachment A - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.09 (Sewer Use Ordinance) of Title 16 of the Palo Alto Municipal Code to Update the Regulations Related to Use of the Sanitary Sewer System        Item 16: Staff Report Pg. 57  Packet Pg. 217 of 436  *NOT YET APPROVED* 1 0290171_20250418_ms29 Ordinance No. _____ Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollu on Preven on) of Title 16 (Building Standards) of the Palo Alto Municipal Code The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declara ons. The City Council finds and declares as follows: A. Urban Stormwater Runoff is considered a significant pathway for Pollutants into local creeks and the San Francisco Bay (Bay). Rain and irriga on from lawns and gardens wash Pollutants off of Impervious Surfaces like streets, sidewalks, roofs, driveways, and parking lots into Storm Drain Systems and creeks and, ul mately, out to the Bay. Water that flows to the Bay from the Storm Drain System and creeks does not receive any treatment and is o en Contaminated by Pollutants that can be toxic to fish, wildlife, and people. B. Protec on of the City of Palo Alto’s Storm Drain System and local Receiving Waters requires strict regula ons for Non-Stormwater Discharges and overall adherence to the Municipal Regional Stormwater Permit (“MRP”) issued by the San Francisco Bay Regional Water Quality Control Board (“Regional Water Board”) (Order R2-2022-0018). C. In order to be er protect public health, local Receiving Waters, and the City’s Storm Drain System from Pollutants, the City now desires to update its Municipal Code to consolidate Stormwater compliance management requirements within the same Chapter 16.11 and facilitate compliance with the current MRP. D. The update of Chapter 16.11 is a component of the City’s Stormwater compliance management program and supports the City’s authority to implement Stormwater and Pollu on preven on requirements mandated by the Regional Water Quality Control Board. E. The City desires to maintain and enhance its leadership in protec ng Stormwater quality by not only mee ng minimum MRP requirements, but also expanding upon those MRP requirements for certain businesses and Development Projects to further protect local creeks and the Bay. SECTION 2. Chapter 16.11 (Stormwater Pollu on Preven on) of Title 16 (Building Regula ons) of the Palo Alto Municipal Code is repealed and replaced in its en rety to read as follows: Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 58  Packet Pg. 218 of 436  *NOT YET APPROVED* 2 0290171_20250418_ms29 Table of Contents Part 1 Purpose and Intent; Defini ons 16.11.010 Purpose and Intent 16.11.020 Defini ons Part 2 General Provisions 16.11.030 Administra on 16.11.040 General Obliga on 16.11.050 Conflicts with Other Laws 16.11.060 Alternate Means and Methods 16.11.070 Prohibited Discharges 16.11.080 Discharge Exemp ons 16.11.090 Condi onally Exempt Discharges 16.11.100 Prohibi on of Illicit Connec ons 16.11.110 Authority to Inspect 16.11.120 Enforcement and Penal es 16.11.130 Fees and Charges 16.11.140 Obstruc on, Damage or Impairment to City Storm Drain System and Rights-of- Way Part 3 Development Projects 16.11.150 Regulated Projects 16.11.160 Source Control Measures for Regulated Projects 16.11.170 Site Design Measures for Regulated Projects 16.11.180 Stormwater Treatment Measures for Regulated Projects 16.11.190 Cer fica on of Compliance for Regulated Projects 16.11.200 Green Infrastructure Design and Construc on Requirements 16.11.210 Required Hydromodifica on Management Measures for Regulated Projects 16.11.220 Opera on and Maintenance of Stormwater Treatment Measures and Hydromodifica on Management Measures Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 59  Packet Pg. 219 of 436  *NOT YET APPROVED* 3 0290171_20250418_ms29 16.11.230 Low Impact Development Source Control and Site Design Measures for Projects Other Than “Regulated Projects” Under Sec on 16.11.150 16.11.240 Requirements for All Development Projects 16.11.250 Requirements for Loading Docks 16.11.260 Drainage Design Standards for Development Projects 16.11.270 Requirements for Construc on Sites and Ac vi es Part 4 Required Best Management Prac ces for All Dischargers 16.11.280 Minimum Best Management Prac ces for All Dischargers Part 5 Illicit Discharge Detec on and Elimina on and Mobile Sources 16.11.290 Spill Containment and No fica on of Non-Stormwater Discharges 16.11.300 Mobile Businesses Part 5 Pes cides Toxicity Control 16.11.310 Pes cides Toxicity Control Part 6 Trash Load Reduc ons 16.11.320 Trash Load Reduc ons Part 7 Mercury Controls 16.11.330 Mercury Controls Part 8 Polychlorinated Biphenyls (PCBs) Controls 16.11.340 Polychlorinated Biphenyls Controls 16.11.350 Management of PCBs During Building Demoli on Ac vi es Part 9 Copper Controls 16.11.360 Copper Controls Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 60  Packet Pg. 220 of 436  *NOT YET APPROVED* 4 0290171_20250418_ms29 Part 1 Purpose and Intent; Defini ons 16.11.010 Purpose and Intent The purpose of this Chapter is to control and limit Stormwater Runoff Pollu on by preven ng Pollutants from entering the City of Palo Alto Storm Drain System and Receiving Waters, including the San Francisco Bay (Bay) and local creeks, marshes, wetlands and other natural habitats, as well as to protect human health and the environment. This Chapter is enacted and shall be implemented in a manner consistent with the Porter-Cologne Water Quality Control Act (Water Code Sec on 13000 et seq.) and the Federal Clean Water Act (33 U.S.C. Sec on 1251 et seq.) (CWA), and the requirements of the Municipal Regional Stormwater Permit (MRP) issued by the California Regional Water Quality Control Board, San Francisco Bay-Region 2 (Regional Water Board), as amended from me to me. This Chapter is intended to be no less stringent than the MRP and in some respects may be more stringent than regional, state or federal regula ons, rules, orders and policies. The City intends to update and modify this Chapter as needed to con nue to meet Regional Water Board requirements and provide a program for protec on of the Bay and other Receiving Waters. If any provision of this Chapter conflicts with the MRP, as amended or updated, the more stringent and environmentally protec ve provision shall apply. 16.11.020 Defini ons The following words and phrases, whenever used in this Chapter, shall be as defined herein. Words and phrases used in this Chapter not otherwise defined in this Sec on shall be as defined, interpreted or used in the MRP in effect or, if not used in the MRP, so as to give this Chapter its most reasonable applica on. (a) “A” defini ons: (1) “Applicant” means any Person that submits an applica on for a Planning and Land Use En tlement or Building Permit from the City of Palo Alto. (b) “B” defini ons: Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 61  Packet Pg. 221 of 436  *NOT YET APPROVED* 5 0290171_20250418_ms29 (1) “Best Management Prac ces” or “BMPs” mean a combina on of general good housekeeping prac ces, Pollu on preven on and educa onal prac ces, opera ons and maintenance procedures, and other prac ces and requirements to prevent or reduce to the Maximum Extent Prac cable Non-Stormwater Discharges directly or indirectly to the Storm Drain System or Receiving Waters. Sources of industry- standard BMPs include but are not limited to the Santa Clara Valley Urban Runoff Pollu on Preven on Program, the California Stormwater Quality Associa on Stormwater Best Management Prac ce Handbook, the California Department of Transporta on Construc on Site Best Management Prac ces Manual, and the MRP. Unless otherwise stated, reference to BMPs generally means non-structural BMPs as described in this defini on. (2) “Building” means any structure used or intended for suppor ng or sheltering any use or occupancy. (3) “Building Permit” means the authoriza on provided by the City to build/construct one or more Buildings. (c) “C” defini ons: (1) “CASQA” means California Stormwater Quality Associa on, a professional member associa on dedicated to the advancement of Stormwater quality management through collabora on, educa on, implementa on guidance, regulatory review, and scien fic assessment. (2) “City” or “The City” means City of Palo Alto, California. (3) “Construc on Ac vity” means any earth- or soil-disturbing ac vity, including, but not limited to, clearing, grading, paving, landscaping, excava on, stockpiling, material storage, and disturbances to land or ground such as building of a structure, and demoli on or removal of structures or paved surfaces. (4) “Construc on Site” means any site where Construc on Ac vity occurs. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 62  Packet Pg. 222 of 436  *NOT YET APPROVED* 6 0290171_20250418_ms29 (5) “Contamina on” shall have the same meaning as defined in California Water Code Sec on 13050, as amended from me to me. (6) “Con guous” means touching or sharing a border and includes project areas interrupted by cross streets or intersec ons. (d) “D” defini ons: (1) “Detached Single-Family Home Project” means the building of one single new house or the addi on and/or replacement of Impervious Surface to one single exis ng house, which is not part of a larger plan of development. (2) “Development Project” means new construc on or Redevelopment of any public or private project involving Construc on Ac vity and within the planning and building authority of the City. (3) “Director” means the Director of Public Works of the City of Palo Alto and his or her duly authorized designees. (4) “Discharge” when used as a verb, means to allow a Stormwater or Non-Stormwater substance to enter the Storm Drain System or a Receiving Water from any ac vity or opera on. When used as a noun, “Discharge” means the Stormwater or Non - Stormwater Discharge that is released or conveyed. (5) “Discharger” means any Person who causes or permits a Discharge. (e) “E” defini ons: (1) “EPA” or “U.S. EPA” means the Environmental Protec on Agency of the United States of America. (f) “F” defini ons: (1) “Full Trash Capture Device or System” means a treatment control, or series of treatment controls, that traps all par cles that are 5 mm or greater and has a design Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 63  Packet Pg. 223 of 436  *NOT YET APPROVED* 7 0290171_20250418_ms29 treatment capacity that is either: a) of not less than the peak flow rate, Q, resul ng from a one-year, one-hour storm in the subdrainage area, or b) appropriately sized to, and designed to carry at least the same flows as, the corresponding storm drain. The device(s) shall also have a trash reservoir large enough to contain a reasonable amount of trash safely without overflowing trash into the overflow outlet between maintenance events. (g) “G” defini ons: (1) “Green Stormwater Infrastructure” or “GSI” means infrastructure that uses vegeta on, soils, and natural processes to manage Stormwater Runoff. At the scale of a city or county, GSI refers to the patchwork of natural areas that provides habitat and manages smaller storms, cleaner air, and cleaner water and eliminates street ponding. At the scale of a neighborhood or project site, GSI refers to Stormwater management systems that mimic the natural hydrologic cycle by soaking up and storing water. (h) “H” defini ons: (1) “Hazardous Material” means any material designated as hazardous by Title 17 of this Code. (2) “Hazardous Waste” means any material designated as a Hazardous Waste by applicable federal, state or local regula ons. (i) “I” defini ons: (1) “Illicit Connec on” means any device, ar fice, method or connec on that conveys Non-Stormwater to the Storm Drain System. Examples may include connec ons from interior floor drains, HVAC systems, industrial processes, sinks, and toilets. An Illicit Connec on does not include methods of conveyance of groundwater during Construc on Ac vi es in compliance with this Code and as approved by the Director. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 64  Packet Pg. 224 of 436  *NOT YET APPROVED* 8 0290171_20250418_ms29 (2) “Illicit Discharge” means any Discharge that is prohibited under local, state, or federal statutes, ordinances, codes, or regula ons and this Chapter. Illicit Discharges do not include Discharges that are exempt or condi onally exempt under the MRP, regulated by a NPDES Permit other than the MRP, or authorized by the Execu ve Officer of the Regional Water Board or the Director. (3) “Impervious Surface” means land that has been modified to reduce or remove the land's natural ability to absorb and infiltrate rainfall. Impervious Surfaces include, but are not limited to, roo ops, pavement, sidewalks, walkways, pa os, driveways, and parking lots where such surfaces are not constructed with Pervious materials and/or are not designed to infiltrate Stormwater. (j) “J” defini ons: (1) “Joint Stormwater Treatment Facility” is a Stormwater treatment facility built to treat the combined runoff from two or more Regulated Projects located adjacent to each other. (k) “K” defini ons: Reserved (l) “L” defini ons: (1) “Loading Dock” means a raised or lowered area of a facility designed to accommodate a truck, trailer or other large delivery vehicle for the loading and unloading of equipment or materials. A Loading Dock does not include such an area where the deliveries are limited solely to furniture and non-electronic office supplies. (2) “Low Impact Development” or “LID” is a land planning and engineering design approach with a goal of reducing Stormwater Runoff and mimicking a site’s predevelopment hydrology by minimizing disturbed areas and impervious cover and infiltra ng, storing, detaining, evapotranspiring, and/or biotrea ng Stormwater Runoff close to its source, or onsite. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 65  Packet Pg. 225 of 436  *NOT YET APPROVED* 9 0290171_20250418_ms29 (m) “M” defini ons: (1) “Mobile Business” means a business whose opera ons may produce or result in the produc on of Pollutants and that does not operate from a permanent structure but instead provides mobile services during par cular me periods or upon request at temporary loca ons. Types of services include cleaning or power washing of vehicles, structures, windows, or parking lots; engine or equipment degreasing; acid cleaning of unpainted trucks or containers; steam cleaning; carpet cleaning; dental and medical care; vehicle repair, servicing, fueling and cleaning; and pet services (including grooming, veterinary care and other miscellaneous services). (2) “Municipal Code” means the ordinances and laws adopted and enforced by the City of Palo Alto. (3) “Municipal Regional Stormwater Permit” or “MRP” means the most recently adopted San Francisco Bay Area Municipal Regional Stormwater Permit, a mul - countywide municipal Stormwater NPDES Permit issued by the California Regional Water Quality Control Board, San Francisco Bay Region-Region 2 (Regional Water Board) to regulate Discharges from municipali es and local agencies in Alameda, Contra Costa, San Mateo, and Santa Clara coun es, and the ci es of Fairfield, Suisun City, and Vallejo. (n) “N” defini ons: (1) “Non-Stormwater Discharge” means any Discharge that is not en rely composed of Stormwater. Non-Stormwater Discharges include, but are not limited to, polluted groundwater, any Pollutant, Discharges allowed under an NPDES Permit, or an Illicit Discharge. (2) “NPDES” means Na onal Pollutant Discharge Elimina on System, which is a na onal program for issuing, modifying, revoking and reissuing, termina ng, monitoring and enforcing Permits, and imposing and enforcing pretreatment requirements, under Sec ons 307, 402, 318, and 405 of the Federal Clean Water Act. (o) “O” defini ons: Reserved Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 66  Packet Pg. 226 of 436  *NOT YET APPROVED* 10 0290171_20250418_ms29 (p) “P” defini ons: (1) “PCB Screening Assessment” means a report prepared by an Applicant for a demoli on Permit containing any informa on and data (inves ga ons, reports, soil samples, laboratory results, Construc on Site controls, etc.) reasonably required by the Director regarding the presence of Polychlorinated Biphenyls (PCBs). (2) “Permit” means any authoriza on issued by the City to carry out an ac on or ac vity according to the City’s Municipal Code, rules, and regula ons. (3) “Person” means any individual, partnership, firm, company, corpora on, associa on, joint venture, joint stock company, trust, estate, governmental en ty, or any other legal en ty; or their representa ves, agents, or designees. (4) “Pervious” means capable of allowing water to infiltrate below the surface. Pervious materials may include, but are not limited to, permeable interlocking concrete pavers, permeable pavers, Pervious concrete and porous asphalt. (5) “Planning and Land Use En tlement” means approval provided by the City to develop a Building (or Buildings) or a piece of land for a specific use according to the City’s development standards, rules, and regula ons. (6) "Pollutants” or “Pollutant” means those substances associated with Stormwater Runoff that may cause or contribute to the degrada on of water quality of Receiving Waters and are harmful to aqua c life, human health and the environment. Pollutants commonly associated with Stormwater Runoff include, but are not limited to, total suspended solids; sediment; pathogens (e.g., bacteria, viruses, protozoa); heavy metals (e.g., copper, lead, zinc, and cadmium); petroleum products and polynuclear aroma c hydrocarbons; synthe c organics (e.g., pes cides, herbicides, and PCBs); nutrients (e.g., nitrogen and phosphorus fer lizers); oxygen-demanding substances (e.g., decaying vegeta on and animal waste); li er and trash. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 67  Packet Pg. 227 of 436  *NOT YET APPROVED* 11 0290171_20250418_ms29 (7) "Pollu on" means the presence, introduc on or Discharge into a Receiving Water of a Pollutant that has harmful or poisonous effects on aqua c life, ecological habitat, natural processes of creeks and waterbodies, public health and the environment. (q) “Q” defini ons: Reserved (r) “R” defini ons: (1) “Receiving Water” means waters of the State, as defined by the Porter-Cologne Water Quality Control Act. Receiving Waters include but are not limited to creeks, marshes, wetlands, shorelines, estuaries, and bays. (2) “Redevelopment” means any land-disturbing ac vity that results in the crea on, addi on, or replacement of exterior Impervious Surface area on a site on which some past development has occurred. This category includes projects on public or private land that fall under the planning and building authority of the City. (3) "Refuse" means and includes compostable materials, recyclable materials, and solid waste. Solid waste means solid and semisolid wastes, generated in or upon, related to the occupancy of, remaining in or emana ng from residen al premises or commercial premises including but not limited to garbage, trash, rubbish, ashes, and industrial wastes. (4) “Refuse Management and Containment Area” means an area such as a room located inside a Building or an enclosed structure located outdoors to keep, manage and contain compostable, recyclable and solid waste. (5) “Regional Water Board” or “Water Board” means the California Regional Water Quality Control Board, San Francisco Bay-Region 2. (6) “Regulated Project” means a project described in Chapter 16.11.150, “Regulated Projects.” (7) “Remodel” is an extension or modifica on of an exis ng structure. This may include a one or second-story addi on that increases the footprint of the structure or an Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 68  Packet Pg. 228 of 436  *NOT YET APPROVED* 12 0290171_20250418_ms29 interior reconfigura on. (8) “Responsible Party” means any Person who owns, operates, or manages a property, business, facility, or site, or who is otherwise responsible for the ac vi es thereon or the Person whose ac on or omission causes or results in the viola on of this Chapter. (s) “S” defini ons: (1) “Sanitary Sewer System” means the collec on system, all sewers, treatment plants and other facili es owned or operated by the City for carrying, collec ng, storing, trea ng, reclaiming and disposing of sanitary Sewage and industrial wastes (as defined in Sec on 16.09.015 of Title 16 of the Palo Alto Municipal Code). (2) “SCVURPPP” or “Santa Clara Valley Urban Runoff Pollu on Preven on Program” means an associa on of fi een agencies in Santa Clara Valley that share a common NPDES MRP to Discharge to south San Francisco Bay. Member agencies (also referred to as Co-permi ees) include the ci es or towns of Campbell, Cuper no, Los Altos, Los Altos Hills, Los Gatos, Milpitas, Monte Sereno, Mountain View, Palo Alto, San Jose, Santa Clara, Saratoga, and Sunnyvale, Santa Clara County, and the Santa Clara Valley Water District (Valley Water). (3) “Sewage” means the wastewater of the community derived from residen al, agricultural, commercial, or industrial sources, including domes c Sewage, and industrial wastewater, which is required to be conveyed to the Sanitary Sewer System. (4) “Site Design Measure” means a site planning technique to conserve natural spaces and/or limit the amount of Impervious Surface at Development and Redevelopment Projects in order to minimize runoff and the transport of Pollutants in Stormwater Runoff. (5) “Source Control Measure” means any BMP that aims to prevent runoff Pollu on by Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 69  Packet Pg. 229 of 436  *NOT YET APPROVED* 13 0290171_20250418_ms29 reducing the poten al for contact with rainfall runoff at the source of Pollu on. Source control BMPs minimize contact between Pollutants and Stormwater Runoff. (6) “Special Projects” are a type of Regulated Project that meets criteria based on size, land use type, and density per the MRP. These projects are typically located in high density areas and are centered around transit-oriented development. If criteria determined by the MRP are met, projects are en tled to incen ve LID treatment reduc on credits approved by the Water Board. (7) “Storm Drain System” means the storm drain facili es owned, managed, or operated by the City by which Stormwater is collected and/or conveyed to Receiving Waters, including but not limited to streets and roads, gu ers, curbs, inlets, piped storm drains, parking lots, pumping facili es, reten on and deten on basins, natural and human-made or altered drainage channels, reservoirs, and other drainage structures which are within the City’s jurisdic on. The Storm Drain System also includes pipes, underground and surface conveyances, and other components on private property and other property within the City’s limits not owned by the City that connect and/or route Stormwater and Stormwater Runoff to the City’s Storm Drain System. (8) “Stormwater” means any surface flow, runoff, and drainage consis ng en rely of water that originates from precipita on events. (9) “Stormwater Runoff” means flow that is created when precipita on falls on Impervious Surfaces or compacted Pervious surfaces that do not allow water to infiltrate into the ground. (10) “Stormwater Run-on” means flow that runs across Impervious Surfaces or compacted Pervious surfaces from one property to another or from one use on a property to another. (11) “Stormwater Treatment Measure” means any engineered, non-mechanical or constructed system designed to remove Pollutants from Stormwater Runoff by simple gravity se ling of par culate Pollutants, filtra on, infiltra on, biological uptake, media adsorp on or any other physical, biological, or chemical process. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 70  Packet Pg. 230 of 436  *NOT YET APPROVED* 14 0290171_20250418_ms29 (12) “Structural Retrofit Best Management Prac ces” or “Structural Retrofit BMPs” means a retrofit to a structure, fixed feature, or property to prevent or minimize the poten al of a Non-Stormwater Discharge to the Storm Drain System or Receiving Waters, in associa on with an enforcement ac on due to noncompliance with this Chapter. (t) “T” defini ons: Reserved (u) “U” defini ons: Reserved (v) “V” defini ons: Reserved (w) “W” defini ons: Reserved (x) “X” defini ons: Reserved (y) “Y” defini ons: Reserved (z) “Z” defini ons: Reserved Part 2 General Provisions 16.11.030 Administra on The Director shall be responsible for the administra on and enforcement of the provisions of this Chapter and has the authority to promulgate such orders, regula ons, rules, condi ons of approval, and requirements as are necessary to accomplish the purposes of this Chapter. The primary regulatory document implemen ng this Chapter is Palo Alto Regula ons for Stormwater Pollu on Preven on. 16.11.040 General Obliga on All Dischargers of Non-Stormwater and Persons that engage in ac vi es with the poten al to Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 71  Packet Pg. 231 of 436  *NOT YET APPROVED* 15 0290171_20250418_ms29 cause a Non-Stormwater Discharge to the Storm Drain System and Receiving Waters shall comply with the provisions of this Chapter. Viola ons of regula ons implemen ng this Chapter shall be considered viola ons of this Chapter. 16.11.050 Conflicts with Other Laws In the event of any conflict between this Chapter and any federal or state law, regula on, order, or Permit, the requirement that establishes the higher standard for public health or safety shall govern. Nothing in this Chapter shall preclude enforcement of any other applicable law, regula on, order, or Permit. Nothing in this Chapter shall be interpreted to infringe any vested property right. 16.11.060 Alternate Means and Methods The Director, upon applica on in wri ng by the owner, a lessee, or an authorized representa ve of the Discharger, and on no ce to the Director, is authorized to approve alternate means or methods of compliance with this Chapter, provided that the Director finds that the proposed design, use, or opera on sa sfactorily complies with the intent of this Chapter and that the material, method of work performed, or opera on is, for the purpose intended, at least equivalent to that prescribed in this Chapter in quality and effec veness in mee ng the purposes of this Chapter. As required by the Director, an Applicant must show that compliance with the strict requirements of this Chapter is infeasible, and that the proposed alternate means and methods will meet all applicable regional, state, and federal requirements. The par culars of any such approval made by the Director shall be in wri ng and a signed copy shall be furnished to the Applicant. 16.11.070 Prohibited Discharges General Prohibi on. No Person shall cause, allow, or permit any Non-Stormwater Discharge or the condi ons under which there is a substan al probability for such a Discharge to occur unless such Discharge is exempt under Sec on 16.11.080 or condi onally exempt under Sec on 16.11.090. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 72  Packet Pg. 232 of 436  *NOT YET APPROVED* 16 0290171_20250418_ms29 16.11.080 Discharge Exemp ons Unless determined by the Director or the Regional Water Board to be sources of Pollutants to Receiving Waters, the following Discharges are exempt from Discharge prohibi ons established by this Chapter and are allowed to flow into the Storm Drain System and Receiving Waters: (a) Flows from riparian habitats or wetlands; (b) Diverted stream flows; (c) Flows from natural springs; (d) Uncontaminated rising groundwater due to natural processes; (e) Uncontaminated and unpolluted groundwater infiltra on; (f) Pumped groundwater from crawl space pumps and founda on and foo ng drains of single- family homes. Discharges larger than 2,500 gallons per day shall be treated as condi onally exempt Discharges and must meet the requirements of the MRP and City regula ons; (g) Pumped groundwater from drinking water aquifers (excluding well development); (h) Discharges permi ed under a NPDES Permit issued to the Discharger and administered by the State of California pursuant to Division 7, Chapter 5.5 of the California Water Code, provided that the Discharger is in compliance with all requirements of the Permit and all other applicable laws and regula ons; and Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 73  Packet Pg. 233 of 436  *NOT YET APPROVED* 17 0290171_20250418_ms29 (i) Any other Discharge exempt from the general prohibi on on Discharges to the Storm Drain System under the MRP or permi ed under another NPDES permit. If any of the above are iden fied by the Director or the Regional Water Board as sources of Pollutants to Receiving Waters, such categories or sources shall be treated as condi onally exempt Discharges in accordance with Sec on 16.11.090. 16.11.090 Condi onally Exempt Discharges The following Discharges are condi onally exempt, subject to control measures and BMPs set forth in the MRP and City regula ons: (a) Pumped groundwater, founda on drains, and water from crawl space pumps and foo ng drains not from single-family homes; (b) Air condi oning condensate shall be reused or directed to landscaped areas. If neither is feasible, Discharging to the Storm Drain System shall be allowed per the Director’s approval; (c) Discharges associated with water and foam generated from emergency response and/or firefigh ng ac vi es. BMPs shall be implemented to the Maximum Extent Prac cable to minimize poten al adverse water quality impacts from water, foam, and other Pollutants Discharged during emergency response and firefigh ng ac vi es. Such implementa on shall not interfere with immediate emergency response opera ons or impact public health and safety. (d) Discharges from individual residen al car washing; (e) Irriga on water, landscape irriga on, and discharges from lawn or garden watering; and Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 74  Packet Pg. 234 of 436  *NOT YET APPROVED* 18 0290171_20250418_ms29 (f) Any Discharge that the Director, the local health officer, the Regional Water Quality Control Board or state or federal agency determines in wri ng is necessary for the protec on of the public health and safety, as allowed under applicable law. 16.11.100 Prohibi on of Illicit Connec ons (a) No Person shall construct, use, maintain, or permit or suffer the construc on, use, maintenance or con nued existence of an Illicit Connec on. (b) Illicit Connec ons shall be immediately removed, permanently plugged, or re-plumbed to a connec on point approved by the Director. (c) The provisions of this Sec on shall apply to, without limita on, Illicit Connec ons established in the past, regardless of whether the connec on was permissible under law or prac ces applicable or prevailing at the me of connec on. 16.11.110 Authority to Inspect (a) The Director shall have the authority to inspect private and public facili es, sites, structures, drainage systems, and Mobile Businesses, whether exis ng or under construc on, whenever necessary to ensure and confirm compliance with this Chapter, applicable City or State regula ons, or the MRP. (b) The Director shall be authorized to enter, without unreasonable delay, and upon reasonable no ce, any premises subject to the requirements of this Chapter to conduct inspec ons and monitoring to assure compliance with this Chapter, applicable City or State regula ons, or the MRP. An inspec on fee shall be charged for each inspec on at the amount listed in the City’s Adopted Municipal Fee Schedule. Records related to compliance with this Chapter, including but not limited to opera ons and maintenance records and agreements, shall be available to City staff for inspec on and copying. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 75  Packet Pg. 235 of 436  *NOT YET APPROVED* 19 0290171_20250418_ms29 (c) In the event the owner or occupant of the premises refuses entry a er a request to enter and inspect the premises has been made, the City is hereby empowered to seek authoriza on from any court of competent jurisdic on for such entry. 16.11.120 Enforcement and Penal es (a) Viola ons of this Chapter may be enforced as allowed by Title I of the Palo Alto Municipal Code. The Director is authorized to exercise the authority provided in the California Penal Code sec on 836.5. (b) The Director may require any Person deemed to have violated this Chapter to take any of the following ac ons: (1) Ensure that the Discharge be remediated and the affected private and City property and infrastructure, as relevant, be restored within a specified me. The Responsible Party shall also be responsible for cleanup or reimbursement of cleanup costs incurred by the City for cleanup ac vi es associated with any Discharges that violate this Chapter. (2) Implement applicable BMPs; for example, to address Pollutant sources associated with outdoor process and manufacturing areas; outdoor material storage areas; outdoor waste storage and disposal areas; outdoor vehicle and equipment storage and maintenance areas; outdoor parking areas and access roads; outdoor areas used by customers and employees; outdoor wash areas; outdoor drainage from indoor areas; roo op equipment; Contaminated and erodible surface areas; and other sources that have a reasonable poten al to contribute to Pollu on of Stormwater Runoff. (3) Install Structural Retrofit BMPs to address noncompliance of this Chapter. Structural Retrofit BMPs may require review and approval by the City’s Planning and Building Divisions. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 76  Packet Pg. 236 of 436  *NOT YET APPROVED* 20 0290171_20250418_ms29 (c) The Director shall implement a Stormwater Enforcement Response Plan to facilitate mely and effec ve compliance with the requirements of this Chapter. The Enforcement Response Plan shall contain, at a minimum, the following: (1) Enforcement procedures; (2) Enforcement tools and scenarios; (3) Procedures for mely correc on of poten al and actual Discharges; and (4) Procedures for referral and coordina on with other agencies. (d) The remedies established in this Sec on are not exclusive. In addi on to any other remedies allowed under the Palo Alto Municipal Code, viola ons may be subject to penal es established by resolu on of the Council or any other enforcement mechanism allowed by law. 16.11.130 Fees and Charges The City may adopt reasonable fees and charges for reimbursement of costs of administering and enforcing this Chapter. 16.11.140 Obstruc on, Damage or Impairment to City Storm Drain System and Rights-of- Way Dischargers shall be responsible for and liable to the City for any obstruc on, damage, or impairment to the Storm Drain System and other rights-of-way associated with a Discharge that causes an obstruc on, damage, or any other impairment to the Storm Drain System. The City Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 77  Packet Pg. 237 of 436  *NOT YET APPROVED* 21 0290171_20250418_ms29 may assess a charge against the Discharger to reimburse the City for costs incurred to clean or repair said obstruc on, damage or impairment. Part 3 Development Projects 16.11.150 Regulated Projects All projects fi ng the category descrip ons below (hereina er called “Regulated Projects”) must implement Low Impact Development Source Control, Site Design, and Stormwater Treatment Measures. The categories of Regulated Projects are: (a) New Development Projects or Redevelopment Projects New Development or Redevelopment projects that create and/or replace 5,000 square feet or more of Impervious Surface (collec vely over the en re project site). This category includes commercial, industrial, residen al housing subdivisions (i.e., Detached Single-Family Home Projects), mul -family a ached subdivisions (i.e., town homes, condominiums, and apartments), mixed-use, new and reconstructed private roads and private trails, and public projects (other than public road and trail projects), including sidewalks and any other por ons of the public right-of-way that are developed or redeveloped as part of the projects. Specific exclusions that apply to this category are listed in Subsec on (e) below. Public Works projects that are addi onally excluded from this category – unless they create and/or replace 5,000 Con guous square feet or more of Impervious Surface – include the following examples: sidewalk gap closures, sidewalk sec on replacement, and Americans with Disabili es Act- compliant curb ramps. Where a Redevelopment project results in an altera on of 50 percent or more of the Impervious Surface of a previously exis ng development that was not subject to this Part, Stormwater Treatment Measures shall be designed and sized to treat Stormwater Runoff from the en re Redevelopment project. Where a Redevelopment project results in an altera on of Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 78  Packet Pg. 238 of 436  *NOT YET APPROVED* 22 0290171_20250418_ms29 less than 50 percent of the Impervious Surface of a previously exis ng development that was not subject to this Part, Stormwater Treatment Measures must be designed and sized to treat Stormwater Runoff from the new and/or replaced Impervious Surface of the project. The calcula ons in this Subsec on shall include por ons of the public right-of-way that are developed or redeveloped as part of the Regulated Project. (b) New or Widening Road Projects Any of the following types of road projects (including both public and private road projects) that create 5,000 square feet or more of newly constructed Con guous Impervious Surface, and that fall under the planning and building authority of the City: (1) Construc on of new streets or roads, including sidewalks and bicycle lanes built as part of the new streets or roads. (2) Widening of exis ng streets or roads with addi onal traffic lanes. Where the addi on of traffic lanes results in an altera on of 50 percent or more of the Impervious Surface of an exis ng street or road within the project that was not subject to this Part, Stormwater Treatment Measures must be designed and sized to treat Stormwater Runoff from the en re street or road that had addi onal traffic lanes added. Where the addi on of traffic lanes results in an altera on of less than 50 percent of the Impervious Surface of an exis ng street or road within the project that was not subject to this Part, Stormwater Treatment Measures shall be designed and sized to treat Stormwater Runoff from only the new traffic lanes. However, if the Stormwater Runoff from the exis ng traffic lanes and the added traffic lanes cannot be separated, any onsite treatment system shall be designed and sized to treat Stormwater Runoff from the en re street or road. If an offsite treatment system is installed or in-lieu fees paid in accordance with MRP Provision C.3.e or Sec on 16.11.180(c), the offsite treatment system or in-lieu fees must address only the Stormwater Runoff from the added traffic lanes. (3) Construc on of Impervious trails that are greater than or equal to 10 feet wide or are creek-side (within 50 feet of the top of bank). Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 79  Packet Pg. 239 of 436  *NOT YET APPROVED* 23 0290171_20250418_ms29 (4) Specific exclusions to this Subsec on include the following: (i) Sidewalks built as part of new streets or roads and built to direct Stormwater Runoff to adjacent vegetated areas; (ii) Bicycle lanes built as part of new streets or roads, but that are not hydraulically connected to the new streets or roads and that direct Stormwater Runoff to adjacent vegetated areas; (iii) Impervious trails that direct Stormwater Runoff to adjacent vegetated areas, or other non-erodible permeable areas, preferably away from creeks or towards the outboard side of levees, where those areas are at least half as large as the contribu ng Impervious Surface area; (iv) Sidewalks, bicycle lanes, or trails constructed as Pervious pavement systems; and (v) Caltrans highway projects and associated facili es. (c) Road Reconstruc on and U lity Trenching Projects Road projects that involve the reconstruc on of exis ng streets or roads, which create and/or replace at least one Con guous acre of Impervious Surface and that are public road projects and/or fall under the planning and building authority of the City, including sidewalks and bicycle lanes that are built or rebuilt as part of the exis ng streets or roads. This Regulated Project category includes u lity trenching projects which are - on average, over the en re length of the project - greater than or equal to eight (8) feet wide. It also includes public pavement maintenance prac ces listed in Subsec on (e)(3) if they are part of a project that otherwise meets the requirements of this sec on. Where the reconstruc on project results in an altera on of greater than or equal to 50 percent of the Impervious Surface of an exis ng street or road within the project that was not subject to this Part, Stormwater Treatment Measures must be designed and sized to treat Stormwater Runoff from the en re street or road that was reconstructed. Where the reconstruc on project results in an altera on of less than 50 percent of the Impervious Surface of an exis ng street or road within the project that was not subject to this Part, Stormwater Treatment Measures shall be designed and sized to treat Stormwater Runoff from only the new and/or replaced Impervious Surface within the project footprint. However, if the Stormwater Runoff from the exis ng Impervious Surface and the added Impervious Surface cannot be separated, any onsite treatment system shall be designed and sized to treat Stormwater Runoff from the en re street Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 80  Packet Pg. 240 of 436  *NOT YET APPROVED* 24 0290171_20250418_ms29 or road. If an offsite treatment system is installed or in-lieu fees paid in accordance with MRP Provision C.3.e or Sec on 16.11.180(c), the offsite treatment system or in-lieu fees must address only the Stormwater Runoff from the added Impervious Surface. (d) Large Detached Single-Family Home Projects Detached Single-Family Home Projects that create and/or replace 10,000 square feet or more of Impervious Surface (collec vely over the en re project site) and are not part of a larger development or Redevelopment plan regulated under “New Development Projects or Redevelopment Projects” – see Subsec on (a) above. This Regulated Project category includes the addi on of an accessory dwelling unit (ADU) on an exis ng parcel with one single-family home that is not part of a subdivision or plan. Where a single-family home project results in an altera on of 50 percent or more of the Impervious Surface of a previously exis ng project that was not subject to this Part, Stormwater Treatment Measures shall be designed and sized to treat Stormwater Runoff from the en re project. Where a single-family home project results in an altera on of less than 50 percent of the Impervious Surface of a previously exis ng project that was not subject to this Part, Stormwater Treatment Measures shall be designed and sized to treat Stormwater Runoff from the new and/or replaced Impervious Surface of the project. The calcula ons in this Subsec on shall include por ons of the public right-of-way that are developed or redeveloped as part of the Regulated Project. (e) Exemp ons: For Redevelopment projects and Road Reconstruc on Projects: (1) The following interior and exterior prac ces are excluded: (i) Interior Remodels; and (ii) Rou ne maintenance or repair such as roof or exterior wall surface replacement. (2) The following pavement maintenance prac ces are excluded: (i) Pothole and square cut patching; (ii) Overlaying exis ng asphalt or concrete pavement with asphalt or concrete without expanding the area of coverage; (iii) Shoulder grading; (iv) Reshaping/regrading drainage systems; (v) Crack sealing; Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 81  Packet Pg. 241 of 436  *NOT YET APPROVED* 25 0290171_20250418_ms29 (vi) Pavement preserva on ac vi es that do not expand the road prism; (vii) Upgrading from a bituminous surface treatment (e.g., chip seal) with an overlay of asphalt or concrete, without expanding the area of coverage; (viii) Applying a bituminous surface treatment to exis ng asphalt or concrete pavement, without expanding the area of coverage; (ix) Vegeta on maintenance; and (x) Layering gravel over an exis ng gravel road, without expanding the area of coverage. (3) The following pavement maintenance prac ces are not excluded. (i) Removing and replacing asphalt or concrete pavement to the top of the base course or lower, or repairing the pavement base (including repair of the pavement base in prepara on for bituminous surface treatment, such as chip seal), as these are considered replaced Impervious Surfaces; (ii) Extending the pavement edge without increasing the size of the road prism, or paving graveled shoulders, as these are considered new Impervious Surfaces; and (iii) Resurfacing by upgrading from dirt to gravel, to a bituminous surface treatment (e.g., chip seal), to asphalt, or to concrete; or upgrading from gravel to a bituminous surface treatment, to asphalt, or to concrete, as these are considered new Impervious Surfaces. (4) For a project consis ng of a combina on of exempted pavement maintenance prac ces and non-exempted pavement maintenance and/or prac ces that fall under any other Regulated Project category, the parts of the project that are not exempt shall be evaluated as a Regulated Project. 16.11.160 Source Control Measures for Regulated Projects All Regulated Projects shall implement Source Control Measures onsite that, at a minimum, comply with City regula ons and the requirements of the MRP. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 82  Packet Pg. 242 of 436  *NOT YET APPROVED* 26 0290171_20250418_ms29 16.11.170 Site Design Measures for Regulated Projects All Regulated Projects must implement Low Impact Development Site Design Measures that, at a minimum, comply with City regula ons and the requirements of the MRP. 16.11.180 Stormwater Treatment Measures for Regulated Projects All Regulated Projects shall implement Stormwater Treatment Measures onsite that, at a minimum, comply with City regula ons and the requirements of the MRP. Stormwater Treatment Measures shall not be altered without permission from the Director. (a) All Regulated Projects shall design, construct, maintain, and operate Stormwater Treatment Measures for the en re dura on that the project is in use in accordance with the MRP and City regula ons. All Regulated Projects, except Special Projects, shall treat one hundred percent of the amount of Stormwater Runoff iden fied in accordance with MRP Provision C.3.c requirements for the Regulated Project’s drainage area onsite or at a Joint Stormwater Treatment Facility per MRP Provision C.3.c, Chapter 16.11.180, and SCVURPPP and City specifica ons. LID Stormwater treatment measures include harves ng and use, infiltra on, evapotranspira on, and biotreatment. Stormwater treatment systems must be sized using one of the hydraulic sizing design criteria approved in MRP C.3.d.i. Any Regulated Project that does not comply with this requirement must meet the requirements for alterna ve compliance established in accordance with Subsec on (c) below. (b) Special Projects designed in a manner that meets the criteria of the MRP and City regula ons shall be allowed to apply for Incen ve LID Treatment Reduc on Credits per the Water Board’s process outlined in the MRP. (c) If a Development Project cannot install Stormwater Treatment Measures in conformance with the requirements of the MRP and this chapter, the Director may approve alterna ve compliance and allow in-lieu measures and/or fees if made necessary by individual site condi ons and in accordance with the MRP and City regula ons. Projects shall s ll meet all Regulated Project requirements but may be allowed to do so par ally onsite or fully off-site or through payment of in-lieu fees. This approval shall occur prior to issuance of Planning and Land Use En tlement under Title 18 of this Code, or a Building Permit if no En tlement is required, unless the Director allows an excep on. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 83  Packet Pg. 243 of 436  *NOT YET APPROVED* 27 0290171_20250418_ms29 16.11.190 Cer fica on of Compliance for Regulated Projects (a) Prior to the issuance of a Planning and Land Use En tlement under Title 18 of this Code, or a Building Permit if no En tlement is required, for a Regulated Project, the Applicant or designee of a Regulated Project shall submit a cer fica on by a qualified third-party reviewer acceptable to the Director that the design of the project complies with the requirements of this Chapter, City regula ons, the MRP, and any plan review comments provided by the Director. A er the project is constructed, the Applicant or a designee shall submit a wri en cer fica on by a qualified third-party reviewer acceptable to the Director that a Regulated Project was constructed or installed in accordance with the City-approved plans and drawings and per City regula ons and the MRP. (b) The third-party reviewer shall be an independent civil engineer, licensed architect, or landscape architect registered in the State of California, shall have current training in Stormwater Treatment Measure design and construc on, and meet other requirements set forth by the City regula ons. The third-party reviewer shall not be any consultant or contractor hired to design and/or construct a Stormwater Treatment Measure for the Regulated Project. (c) Cer fica ons and documenta on required by this Sec on shall be in the form prescribed by the Director. (d) Applicant is responsible for ensuring that the Stormwater Treatment Measure is constructed according to the design approved by the Director. 16.11.200 Green Infrastructure Design and Construc on Requirements Regulated Projects shall comply with applicable design and construc on guidelines and standard specifica ons included in the City’s Green Stormwater Infrastructure Plan and related documents, including design guidelines, standard specifica ons, and other requirements as established by the Director. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 84  Packet Pg. 244 of 436  *NOT YET APPROVED* 28 0290171_20250418_ms29 16.11.210 Required Hydromodifica on Management Measures for Regulated Projects (a) Applicability. All Regulated Projects that result in the crea on and/or replacement of one acre (43,560 square feet) or more of Impervious Surface and result in a net increase in Impervious Surface over the pre-project condi on shall implement Hydromodifica on Management Measures. (b) Exemp on. Projects located in areas designated as exempt from Hydromodifica on Management Measure requirements on the Hydromodifica on Applicability Map contained in the MRP are exempt from this requirement. (c) Hydromodifica on Management Measures shall be designed and implemented in accordance with City regula ons, MRP requirements, and other applicable regula ons and policies. (d) All Hydromodifica on Management Measures are subject to inspec on and approval by the Director. 16.11.220 Opera on and Maintenance of Stormwater Treatment Measures and Hydromodifica on Management Measures All Regulated Projects shall comply with the following: (a) The property owner(s), its administrators, successors, and any other Persons responsible for the management of the property, including any homeowner's associa on, shall take all necessary ac ons to ensure that the Stormwater Treatment and Hydromodifica on Management Measures are properly maintained so that all measures con nue to operate as originally designed and approved for the life of the project. These measures shall not be removed, replaced, or amended without the Director’s approval. (b) Before a Building Permit is issued, a maintenance agreement shall be submi ed to the Director describing all required Stormwater Treatment and Hydromodifica on Management Measures, including all informa on and documenta on required by the Director. This Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 85  Packet Pg. 245 of 436  *NOT YET APPROVED* 29 0290171_20250418_ms29 agreement shall be approved by the Director, signed by the City A orney or designee and property owner(s), and recorded with Santa Clara County. If property changes ownership at any me, the new property owner(s) shall take on responsibility for maintenance of any Stormwater Treatment and Hydromodifica on Management Measures located on that property and shall adhere to the opera ons and maintenance agreement. (c) The opera on and maintenance of the Measures shall at all mes be conducted in accordance with the terms and condi ons of the approved maintenance agreement. (d) Any Stormwater Treatment Measure and/or Hydromodifica on Management Measure constructed through an alterna ve compliance op on (allowed by the Director per 16.11.180(c)) shall also have a maintenance agreement that complies with this sec on. 16.11.230 Low Impact Development Source Control and Site Design Measures for Projects Other Than “Regulated Projects” Under Sec on 16.11.150 Development and Redevelopment Projects that require a Planning and Land Use En tlement or Building Permit from the City but are not Regulated Projects shall implement LID Source Control and Site Design Measures as required by City Regula ons and the MRP. The design and implementa on of the measures shall be in accordance with the guidelines and technical specifica ons established by the Director, City regula ons, and the MRP. LID features shall not be altered without permission from the Director. 16.11.240 Requirements for All Development Projects (a) Applicability. This Sec on shall apply to any Development Project that requires a Planning and Land Use En tlement review or Building Permit, except for minor projects such as those limited to signs, fences, and parking restriping that have no or minimal poten al to create Non-Stormwater Discharges. (b) Development projects shall meet all applicable requirements of the Palo Alto Regula ons for Stormwater Pollu on Preven on and must be designed to accommodate Best Management Prac ces described in Sec on 16.11.290 and City regula ons, as applicable. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 86  Packet Pg. 246 of 436  *NOT YET APPROVED* 30 0290171_20250418_ms29 16.11.250 Requirements for Loading Docks (a) Applicability. This Sec on shall apply to any project that includes the construc on of a Loading Dock. (b) The following requirements shall be met for all Loading Docks where applicable: (1) The Loading Dock and surrounding area shall consist of Impervious paving appropriate for the material(s) that will be loaded/unloaded to avoid leaching into or degrada on of paving. (2) The Loading Dock shall be covered and protected from precipita on, Stormwater Runoff and Stormwater Run-on to minimize poten al Non-Stormwater Discharges. (3) The Loading Dock shall be designed to drain to the Sanitary Sewer System. Drains may be required to be equipped with a fail-safe shut-off valve, normally closed, or equivalent device according to the type of materials or substances being transferred. Valve shall be immediately shut off if a spill of any size occurs and shall not be opened un l the spill is complete remediated. 16.11.260 Drainage Design Standards for Development Projects (a) All new Development Projects shall meet the requirements of the Public Works Drainage Design Standards and the Santa Clara County Drainage Manual in effect at the me of submission of a complete planning applica on, or if no planning applica on is required for the Development Project, at the me of submission of a complete applica on for a Building Permit or excava on and grading Permit, whichever occurs first. (b) All Redevelopment projects and Remodels requiring a Building Permit or excava on and grading Permit shall meet the requirements of the Public Works Drainage Design Standards provided by the Public Works Director for the por on of the site or facility being constructed, Remodeled, or improved. (c) Notwithstanding the foregoing provisions of this Sec on, a project shall not be subject to Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 87  Packet Pg. 247 of 436  *NOT YET APPROVED* 31 0290171_20250418_ms29 the requirements of this Sec on if the project does not include new drainage pa erns or alter exis ng drainage pa erns of the site. 16.11.270 Requirements for Construc on Sites and Ac vi es (a) All workers, contractors, subcontractors, and superintendents of Construc on Sites of any size shall follow and implement all applicable provisions of Stormwater management, Pollu on preven on, and erosion and sediment control plans and ensure that BMPs are in place to prevent poten al Pollutants from being tracked, mobilized, carried, transported, or Discharged into the on-site storm drain inlet(s), City’s right-of-way, Storm Drain System, and Receiving Waters, as required by City regula ons. (b) Projects covered under the State of California Construc on General Permit (CGP) shall also meet the requirements of this Sec on. Project Applicants shall provide to the City a copy of the No ce of Intent and No ce of Termina on required under the CGP. (c) Construc on BMPs shall be in place un l exterior Impervious Surfaces, the Building shell, landscaping, and Stormwater Treatment Measures are in place. In addi on to BMPs generally applicable to Construc on Sites year-round, all Construc on Sites shall implement site-specific, seasonally and phase-appropriate BMPs as required by the Director. (d) The Director is authorized to oversee, inspect, and require expedient compliance with the requirements of this Sec on at all Construc on Sites year-round. Inspec ons shall occur at a regular frequency established by the Director. (e) Contractor/Subcontractor Requirements. The Applicant shall be responsible for ensuring that its contractors and subcontractors comply with this Sec on. Part 4 Required Best Management Prac ces for All Dischargers 16.11.280 Minimum Best Management Prac ces for All Dischargers Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 88  Packet Pg. 248 of 436  *NOT YET APPROVED* 32 0290171_20250418_ms29 (a) Any Person engaged in ac vi es or opera ons that will or may result in a Non-Stormwater Discharge, or who owns or manages a facility or property where such ac vi es or opera ons occur, shall implement and consistently comply with applicable BMPs outlined in the City regula ons. (b) The Director may require compliance with addi onal requirements, including Structural Retrofit BMPs, if necessary, to achieve the purposes of this Chapter. Part 5 Illicit Discharge Detec on and Elimina on and Mobile Sources 16.11.290 Spill Containment and No fica on of Non-Stormwater Discharges (a) Any Responsible Party who has knowledge or informa on of any known or suspected release of materials, which has resulted in or may result in a Non-Stormwater Discharge other than that permi ed by this Chapter shall immediately report to the City and take all necessary steps to immediately cease, contain, and clean up the spill using dry clean-up methods. If a Person cannot iden fy the spilled material, the Person shall not a empt to clean it up in a manner that may result in a Discharge or harm to human health. The Responsible Party shall adhere to the City regula ons and any other direc on from the Director or other City representa ve. (b) If a spill occurs on private property, the Responsible Party shall be responsible for cleaning the private property and any private sanitary or storm drain components located on said property. The Responsible Party shall seek guidance from City staff before cleaning the private sanitary or storm drain components. (c) The Responsible Party or representa ve shall not clean any City infrastructure, including any components of the City’s Storm Drain or Sanitary Sewer Systems, without permission from the Director. (d) The Director shall conduct an inves ga on and enforcement per the Enforcement Response Plan un l the issue is deemed corrected. Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 89  Packet Pg. 249 of 436  *NOT YET APPROVED* 33 0290171_20250418_ms29 (e) The Responsible Party and their agents shall adhere to the requirements of Title 17 of this Code with respect to Hazardous Materials and Wastes, and all applicable requirements of the County of Santa Clara and the State of California. 16.11.300 Mobile Businesses (a) Non-Stormwater Discharges from Mobile Businesses. Mobile Businesses whose ac vi es involve the poten al Non-Stormwater Discharge shall not allow wash water or any other Non-Stormwater Discharge to Discharge into a storm drain inlet or other component of the Storm Drain System, onto the street, sidewalk, or other paved surface, or directly into a water body. Instead, all wash water and Pollutants shall be disposed of in a cleanout that is connected to the Sanitary Sewer System according to the requirements of the City of Palo Alto Pretreatment Program. (b) Mobile Businesses shall employ BMPs to prevent Pollutants from Discharging to the Storm Drain System or the Sanitary Sewer Systems without pretreatment, as required by City regula ons or otherwise required by the Director. Part 5 Pes cides Toxicity Control 16.11.310 Pes cides Toxicity Control (a) The Director shall develop, maintain, and implement an Integrated Pest Management Policy and procedures for the use of pes cides. (b) All City employees and contractors shall comply with the Integrated Pest Management Policy and procedures in City opera ons and on City property. Part 6 Trash Load Reduc ons Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 90  Packet Pg. 250 of 436  *NOT YET APPROVED* 34 0290171_20250418_ms29 16.11.320 Trash Load Reduc ons (a) Requirements for Exis ng Businesses. By July 1, 2025, private proper es that generate moderate, high, or very high trash loads, as defined in City regula ons, and that Discharge into private storm drain inlets, shall be equipped with Full Trash Capture Systems or be managed with trash Discharge control ac ons equivalent to or be er than Full Trash Capture Systems. Property owners must install and maintain trash capture systems in compliance with City regula ons and the requirements of the MRP. Property owners shall be responsible for documen ng maintenance records per requirements of the City regula ons. Maintenance records shall be made available to the Director upon request. (b) Requirements for Development Projects. All Development Projects that have operable private storm drain inlets on their property that directly Discharge to the City’s Storm Drain System, any creek, or the San Francisco Bay shall install and maintain Full Trash Capture Devices or systems in compliance with City regula ons and requirements of the State Water Resources Control Board. (c) Full Trash Capture Device or System Maintenance Requirements. Full Trash Capture Devices or Systems shall be maintained by the property owner to ensure that they are opera ng appropriately and have sufficient opera ng capacity to capture trash consistent with the MRP and City regula ons. The inspec on and maintenance of each Full Capture Device shall be at a frequency sufficient to prevent overflow or bypassing of trash and plugging or clogging of screen and device's trash reservoir. Full Trash Capture Devices will be inspected by City staff to ensure compliance. (d) The private property owner shall be responsible for documen ng maintenance records per requirements of the City regula ons. Maintenance records shall be made available to the Director upon request. Part 7 Mercury Controls 16.11.330 Mercury Controls Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 91  Packet Pg. 251 of 436  *NOT YET APPROVED* 35 0290171_20250418_ms29 (a) The Director shall implement a mercury control program consis ng of load reduc on assessment, Pollu on preven on, Source Control Measures, treatment control measures, Green Stormwater Infrastructure, and measures to reduce risk to consumers of Bay fish. (b) Source Property Iden fica on and Abatement. The Director shall inves gate and iden fy proper es and land areas that likely contribute mercury to the Storm Drain System and take ac on to abate or cause abatement of the mercury sources or refer the iden fied proper es to the Regional Water Board for follow-up measures. Source proper es referred to the Water Board shall implement interim enhanced opera on and maintenance measures as required by the Director. (c) Designated Proper es. Proper es in industrial areas and in other zones designated in City regula ons shall implement treatment control measures, GSI measures, or other control measures to treat Stormwater per the MRP, regional guidance and City regula ons. Part 8 Polychlorinated Biphenyls (PCBs) Controls 16.11.340 Polychlorinated Biphenyls Controls (a) The Director shall implement a polychlorinated biphenyls (PCBs) control program consis ng of an assessment methodology and data collec on program to iden fy and quan fy reduc ons of PCB loads in Stormwater through implementa on of Pollu on preven on, Source Control, and treatment control, Green Stormwater Infrastructure, and other measures. (b) Source Property Iden fica on and Abatement. The Director shall inves gate and iden fy proper es and land areas that likely contribute PCBs to the Storm Drain System and take ac on to abate or cause abatement of the PCB sources and/or refer the iden fied proper es to the Regional Water Board for follow-up measures. Source proper es referred to the Water Board shall implement interim enhanced opera on and maintenance measures as required by the Director. (c) Designated Proper es. Proper es in industrial areas and in other zones designated in City regula ons or proper es otherwise designated by the Director shall implement treatment Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 92  Packet Pg. 252 of 436  *NOT YET APPROVED* 36 0290171_20250418_ms29 control measures, GSI measures, or other control measures to treat Stormwater according to the requirements of the MRP, regional guidance, and City regula ons. 16.11.350 Management of PCBs During Building Demoli on Ac vi es (a) Applicability. This sec on shall apply to projects that require a Demoli on Permit. Demoli ons of single-family residences or any wood-framed structures are exempted from this requirement. (b) PCB Screening Assessment. Any Person undertaking a project that involves the demoli on of an en re Building constructed or Remodeled between January 1, 1950 and December 31, 1980, inclusive, shall perform a PCB Screening Assessment to determine the presence of PCBs and other hazardous substances at the demoli on site and to follow applicable disposal requirements. The PCB Screening Assessment shall be submi ed prior to issuance of any demoli on Permit, in a form and substance prescribed by the Director. The Director may require the PCB Screening Assessment to include any informa on reasonably necessary to determine the concentra on of PCBs in any primary building materials. (c) For demoli on of Buildings containing materials with PCBs concentra ons of 50 ppm or greater approved on and a er July 1, 2023 iden fied per required sampling procedures of this PCBs Program, demoli on contractors shall no fy the City at least two weeks before any demoli on is to occur. Applicant shall determine if addi onal agency no fica on or approvals, or addi onal sampling for and abatement of PCBs, is required under other applicable laws. Applicant shall comply with all federal and state laws and regula ons, including but not limited to health, safety, and environmental laws and regula ons, that relate to management and cleanup of any and all PCBs, including but not limited to PCBs in priority building materials, other PCBs-Contaminated materials, PCBs-Contaminated liquids, and PCBs waste. The requirements of this sec on do not replace or supplant the requirements of state or federal law, including but not limited to the Toxic Substances Control Act, 40 Code of Federal Regula ons (CFR) Part 761, and California Code of Regula ons (CCR) Title 22. The demoli on contractors shall provide no fica on to the City if it is determined that advance approval from the U.S. EPA is required. If advance approval to U.S. EPA is not required, then the demoli on contractors shall submit a Hazardous Waste manifest for the disposal of the PCBs materials to the City within one week of it becoming Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 93  Packet Pg. 253 of 436  *NOT YET APPROVED* 37 0290171_20250418_ms29 available. The demoli on contractors shall no fy the City that the demoli on is complete within five business days of comple on. (d) Applicants shall submit wri en no fica ons documen ng any changes in the informa on submi ed in compliance with this sec on to the Director when changes in project condi ons affect the informa on submi ed with the Permit applica on. (e) Applicants shall conduct onsite PCB control measures described in City regula ons and as prescribed by the Director. (f) The Director shall inspect Construc on Sites during demoli on to verify adequate implementa on of Construc on Site controls and proper disposal of PCB-containing materials. (g) Recordkeeping. Applicants shall maintain documenta on of the results of the priority building materials screening assessment for a minimum of five years a er submi al to the City. (h) Liability. Applicant is responsible for safely and legally complying with the requirements of this sec on. Neither the issuance of a Permit under the requirements of the Director or building department, nor the compliance with the requirements of this sec on or with any condi on imposed by the City, shall relieve any Person from responsibility for damage to Persons or property resul ng therefrom, or as otherwise imposed by law, nor impose any liability upon the City for damages to Persons or property. Part 9 Copper Controls 16.11.360 Copper Controls (a) Pools, Spas, and Fountains. Discharges from pools, spas, and fountains that contain copper- based chemicals are prohibited from entering the Storm Drain System. Owners of pools, spas, and fountains shall either install a connec on to a private sanitary sewer, including a Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 94  Packet Pg. 254 of 436  *NOT YET APPROVED* 38 0290171_20250418_ms29 connec on for filter backwash, or divert the Discharge for use in landscaping. Discharge diverted for use in landscaping shall not overflow the landscaped area. (b) Sources. Each industrial source in the City shall have BMPs in place to minimize Discharge of copper to the Storm Drain System, including considera on of roof runoff that might accumulate copper deposits from ven la on systems on site. (c) Roofing Materials. Copper metal roofing, copper granule containing asphalt shingles, and copper gu ers shall not be permi ed for use on any residen al, commercial, or industrial Building for which a Building Permit is required. Copper flashing for use under les or slates and small copper ornaments are exempt from this prohibi on. Replacement roofing and gu ers on historic structures are exempt, provided that the roofing material used shall be pre-pa nated at the factory. For the purposes of this exemp on, the defini on of "historic" shall be limited to structures designated as Category 1 or Category 2 Buildings in the current edi on of the Palo Alto Historical and Architectural Resources Report and Inventory. (d) Sites requiring copper controls shall comply with all applicable BMPs described in City regula ons and otherwise prescribed by the Director. SECTION 3. If any Sec on, Subsec on, clause or phrase of this Ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining por on or Sec ons of the Ordinance. The Council hereby declares that it would have adopted the Ordinance and each Sec on, Subsec on, sentence, clause or phrase thereof irrespec ve of the fact that any one or more Sec ons, Subsec ons, sentences, clauses or phrases be declared invalid. SECTION 4. The Council finds that this project is exempt from the provisions of the California Environmental Quality Act (“CEQA”), pursuant to Sec on 15308 of the CEQA Guidelines, because it is an ac on taken by the City as a regulatory agency to assure the maintenance, restora on, enhancement, or protec on of the environment where the regulatory process involves procedures for protec on of the environment. // // // Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 95  Packet Pg. 255 of 436  *NOT YET APPROVED* 39 0290171_20250418_ms29 SECTION 5. This ordinance shall be effec ve on the thirty-first day a er the date of its adop on. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ City A orney or Designee City Manager ____________________________ Director of Public Works Item 16 Attachment B - Ordinance of the Council of the City of Palo Alto Amending Chapter 16.11 (Stormwater Pollution Prevention) of Title 16 (Building Standards) of the Palo Alto Municipal Code        Item 16: Staff Report Pg. 96  Packet Pg. 256 of 436  *NOT YET APPROVED* Ordinance No. ______ Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facili es Related to Water Pollu on Preven on and Management of Fats, Oils, and Grease The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declara ons. The City Council finds and declares as follows: A. Urban Stormwater Runoff is considered a significant pathway for Pollutants into local creeks and the San Francisco Bay. Rain, irriga on, and other water flows wash Pollutants off impervious surfaces like streets, sidewalks, roofs, driveways, and parking lots into Storm Drain Systems and creeks and, ul mately, to the San Francisco Bay. Water that flows to the Bay from the Storm Drain System and creeks does not receive any treatment and is o en contaminated by Pollutants that can be toxic to fish, wildlife, and people. B. Fats, Oils and Grease generated by Food Facili es can easily clog Sanitary Sewer System pipes when flushed down the drain without pretreatment. Clogged pipes can result in Sanitary Sewer System backups and overflows, pollute local creeks and the Bay, and cause significant infrastructure damage crea ng a financial strain on businesses, residents, and the City. C. The City is required to comply with the State Water Resources Control Board Order No. WQ 2022-0103-DWQ Statewide Waste Discharge Requirements General Order for Sanitary Sewer Systems, which requires protec on of the Sanitary Sewer System and elimina on of preventable Sanitary Sewer Overflows. D. Protec on of the Storm Drain System, Sanitary Sewer System, and local Receiving Waters requires strict regula ons to prevent discharges and damage to infrastructure. Water quality requirements in the Municipal Regional Stormwater Permit issued by the San Francisco Bay Regional Water Quality Control Board, the U.S. Environmental Protec on Agency "General Pretreatment Regula ons for Exis ng and New Sources of Pollu on" published at Title 40 of the Code of Federal Regula ons, Part 403, and the Federal Water Pollu on Control Act, 33 U.S.C. sec on 1251 shall be followed. E. In order to be er protect public health, local Receiving Waters, and the City’s Storm Drain and Sanitary Sewer Systems, the City now intends to update its Municipal Code to include all applicable Food Facility requirements within the same Chapter 16.13, as opposed to dividing Stormwater and pretreatment requirements between mul ple chapters. Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 97  Packet Pg. 257 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 2 F. Food Facili es shall also adhere to requirements in Chapter 16.11, a component of the City’s Stormwater Compliance Program, which supports the City’s authority to implement Stormwater Pollu on preven on requirements mandated by the Regional Water Quality Control Board. SECTION 2. Title 16 of the Palo Alto Municipal Code is amended to establish Chapter 16.13 to read as follows: Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 98  Packet Pg. 258 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 3 Table of Contents Part 1 Purpose and Intent; Defini ons _____________________________________________ 5 16.13.010 Purpose and Intent ________________________________________________________ 5 16.13.020 Defini ons _______________________________________________________________ 5 Part 2 General Provisions ______________________________________________________ 10 16.13.030 Administra on ___________________________________________________________ 10 16.13.040 Applicability _____________________________________________________________ 11 16.13.050 Conflicts with Other Laws __________________________________________________ 11 16.13.060 Alternate Means and Methods ______________________________________________ 11 16.13.070 Reten on of Records ______________________________________________________ 11 16.13.080 Obstruc on, Damage, or Impairment to Storm Drain and Sanitary Sewer Systems and Rights-of-way ____________________________________________________________________ 11 Part 3 Authority to Inspect and Enforce ___________________________________________ 12 16.13.090 Authority to Inspect _______________________________________________________ 12 16.13.100 Authority to Require Correc ve Ac ons _______________________________________ 12 16.13.110 Fees and Charges _________________________________________________________ 13 Part 4 Prohibited Discharges, Devices, and Connec ons ______________________________ 13 16.13.120 Prohibited Discharges _____________________________________________________ 13 16.13.130 Prohibited Devices, Equipment, and Connec ons _______________________________ 14 Part 5 Grease Control Device Requirements ________________________________________ 14 16.13.140 Requirements for Installing or Replacing Exis ng Grease Control Devices _____________ 14 16.13.150 Grease Control Device Maintenance Requirements ______________________________ 14 Part 6 Roo op Grease Containment System Requirements ____________________________ 14 16.13.160 Requirements for Installing or Replacing Exis ng Roo op Grease Containment Systems _ 14 Part 7 Waste Oil Management Requirements ______________________________________ 14 16.13.170 Waste Oil Storage Requirements for Food Facili es ______________________________ 14 16.13.180 Waste Oil Management and Maintenance Requirements for Food Facili es ___________ 15 Part 8 Spill Response Requirements ______________________________________________ 15 16.13.190 Requirements for Fats, Oils, and Grease Spill Response Ac vi es Conducted at and Associated with Food Facili es _______________________________________________________ 15 Part 9 Best Management Prac ces for Exis ng Facili es ______________________________ 15 16.13.200 Required Best Management Prac ces for Exis ng Facili es ________________________ 15 Part 10 Mobile Food Facili es ___________________________________________________ 15 Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 99  Packet Pg. 259 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 4 16.14.210 Mobile Food Facili es _____________________________________________________ 15 Part 11 Food Facility Closure or Ownership Change __________________________________ 15 16.14.220 Food Facility Closure or Change of Ownership __________________________________ 15 Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 100  Packet Pg. 260 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 5 Part 1 Purpose and Intent; Defini ons 16.13.010 Purpose and Intent The purpose of this Chapter is to control and limit impacts from Fats, Oils, and Grease (FOG) generated by Food Facili es to the City of Palo Alto (City) Storm Drain System, Sanitary Sewer System, right-of-way, and Receiving Waters, including the San Francisco Bay (Bay) and local creeks, marshes, wetlands and other natural habitats, as well as to protect human health and the environment. This Chapter is enacted and shall be implemented in a manner consistent with the U.S. Environmental Protec on Agency "General Pretreatment Regula ons for Exis ng and New Sources of Pollu on" published at Title 40 of the Code of Federal Regula ons, Part 403, the Porter-Cologne Water Quality Control Act (Water Code Sec on 13000 et seq.), and the Federal Clean Water Act (33 U.S.C. Sec on 1251 et seq.) (CWA), as amended from me to me. This Chapter is designed to be no less stringent than regional, state or federal regula ons, rules, orders, and policies but in some respects is more stringent. The City intends to update and modify this Chapter as needed to con nue to meet state and regional requirements and provide a program for protec on of the San Francisco Bay and other Receiving Waters. If any provision of this Chapter conflicts with state or regional requirements, as amended or updated, the more stringent and environmentally protec ve provision shall apply. This Chapter supplements the provisions of Chapters 16.09 and 16.11 of the Palo Alto Municipal Code, which apply to uses and ac vi es in the City more broadly, as well as Food Facili es. This Chapter is intended to complement, rather than supersede, the provisions of City building codes and regula ons applicable to the installa on and opera on of grease capturing equipment. 16.13.020 Defini ons The following terms, whenever used in this Chapter, are capitalized and shall be as defined herein. For purposes of this Chapter, terms defined in Chapter 16.11 shall have the same meaning in this Chapter, 16.13, except to the extent expressly modified in this Sec on. (a) “A” defini ons: Reserved (b) “B” defini ons: (1) “Best Management Prac ces” or “BMPs” means a combina on of general good housekeeping prac ces, Pollu on preven on and educa onal prac ces, opera ons and maintenance procedures, and other prac ces to prevent or reduce to the Maximum Extent Prac cable Non-Stormwater Discharges directly or indirectly to the Storm Drain System, Sanitary Sewer System, right-of-way, or Receiving Waters. (2) “Building” means any structure used or intended for suppor ng or sheltering any use or occupancy. Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 101  Packet Pg. 261 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 6 (c) “C ” defini ons: (1) “City” or “The City” means City of Palo Alto, California. (2) “Community Food Producer” means a producer of agricultural products on land that is not zoned for agricultural use but is otherwise in compliance with applicable local land use and zoning restric ons, including but not limited to restric ons governing personal gardens, community gardens, school gardens, and culinary gardens. (d) “D” defini ons: (1) “Director” means the Director of Public Works of the City of Palo Alto and their duly authorized designees. (2) “Discharge” means the introduc on of a Pollutant to the Storm Drain System, Sanitary Sewer System, or a Receiving Water from any ac vity or opera on associated with a Food Facility or Mobile Food Facility. (3) “Discharger” means any Person who causes or permits a Discharge. (e) “E” defini ons: (1) “Enforcement Response Plan” or “ERP” means a reference document for inspec on staff and management to ensure a consistent and transparent enforcement process for mee ng City, regional, and state requirements. (f) “F” defini ons: (1) “Fats, Oils, and Grease” or “FOG” means any substance, such as a vegetable or animal product, that is used in, or is a byproduct of, the cooking or food prepara on process, and that turns or may turn viscous or solidifies with a change in temperature or other condi ons. FOG does not include any products associated with petroleum. (2) “Food Facility” means a permanent establishment or mobile business opera ng for the purpose of preparing, packaging, serving, or providing food (including only pre- packaged) and/or drinks for consump on by that establishment’s members, customers, employees, or the general public. “Food Facility” does not include the following: (i) Loca ons where food is stored temporarily but not prepared or served; (ii) Private home kitchens, also known as co age food opera ons, as defined by the California Department of Public Health; (iii) Community Food Producers; (iv) Farmers’ markets and produce stands, except where food is prepared and served at the market; Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 102  Packet Pg. 262 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 7 (v) Kitchen facili es principally for individual use by employees ancillary to another primary use (i.e., office break rooms); and (vi) Public events at temporary loca ons without connec ons to the Sanitary Sewer System and Storm Drain System. (3) “Food Facility Development Project” means new construc on or replacement of a structure built to serve solely as a Food Facility or a structure that includes a Food Facility and requires a Planning En tlement or Building Permit from the City. (4) “Food Waste Disposer” means a device installed under a sink drain used to shred and/or grind food waste into smaller par cles in order for it to drain to the Sanitary Sewer System. (g) “G” defini ons: (1) “Grease Control Device” means a device designed to collect and prevent passage of food waste and FOG into the Sanitary Sewer System. Grease Control Devices addressed in this Chapter include gravity grease interceptors, grease removal device(s), and hydromechanical grease interceptors. (h) “H” defini ons: Reserved (i) “I” defini ons: Reserved (j) “J” defini ons: Reserved (k) “K” defini ons: Reserved (l) “L” defini ons: (1) “Lateral” means the drainage piping and appurtenances that cons tute a Building’s connec on to the Sanitary Sewer System. (m) “M” defini ons: (1) “Maximum Extent Prac cable” or “MEP” means u lizing all reasonably feasible means, including implementa on of BMPs, control techniques, and system, design and engineering methods. (2) “Mobile Food Facility” means any vehicle used in conjunc on with a commissary or other permanent Food Facility upon which food is sold or distributed at retail. This does not include a “transporter” used to transport packaged food from a Food Facility, or other approved source to the consumer. (3) “Municipal Regional Permit” or “MRP” means the most recently adopted San Francisco Bay Area Municipal Regional Stormwater Permit, a mul -countywide municipal Stormwater NPDES Permit issued by the California Regional Water Quality Control Board, San Francisco Bay Region-Region 2 (Regional Water Board), to Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 103  Packet Pg. 263 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 8 regulate Discharges from municipali es and local agencies in Alameda, Contra Costa, San Mateo, and Santa Clara coun es, and the ci es of Fairfield, Suisun City, and Vallejo to the San Francisco Bay. (n) “N” defini ons: (1) “Non-Stormwater Discharge” means any Discharge that is not en rely composed of Stormwater. Non-Stormwater Discharges include but are not limited to polluted groundwater, any Pollutant, Discharges allowed under an NPDES Permit, or an Illicit Discharge. (2) “NPDES” means Na onal Pollutant Discharge Elimina on System, which is a na onal program for issuing, modifying, revoking and reissuing, termina ng, monitoring and enforcing permits, and imposing and enforcing pretreatment requirements, under Sec ons 307, 402, 318, and 405 of the Federal Clean Water Act. (o) “O” defini ons: Reserved (p) “P” defini ons: (1) “Person” means any individual, partnership, firm, company, corpora on, associa on, joint venture, joint stock company, trust, estate, governmental en ty, or any other legal en ty; or their representa ves, agents, or designees. (2) “Pervious” refers to a material or surface (such as landscaping or natural landscape) that allows water to infiltrate below the surface. Pervious materials may include, but are not limited to, permeable interlocking concrete pavers, permeable pavers, Pervious concrete and porous asphalt. (3) “Planning En tlement” means approval provided by the City to develop a Building (or Buildings) or a piece of land for a specific use according to the City’s development standards, rules, and regula ons. (4) "Pollutants” or “Pollutant” means those substances that may cause or contribute to the degrada on of water quality of Receiving Waters and are harmful to aqua c life, human health and the environment. Pollutants associated with Food Facili es include cleaning agents, food waste, trash, and Fats, Oils, and Grease. (5) "Pollu on" means the presence, introduc on or Discharge into a Receiving Water of a Pollutant that has harmful or poisonous effects on aqua c life, ecological habitat, natural processes of creeks and waterbodies, public health and the environment. (q) “Q” defini ons: Reserved Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 104  Packet Pg. 264 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 9 (r) “R” defini ons: (1) “Receiving Water” means waters of the State, as defined by the Porter-Cologne Water Quality Control Act. Receiving Waters include but are not limited to creeks, marshes, wetlands, shorelines, estuaries, and bays. (2) "Refuse" means and includes compostable materials, recyclable materials, and solid waste. Solid waste means solid and semisolid wastes, generated in or upon, related to the occupancy of, remaining in or emana ng from residen al premises or commercial premises including but not limited to garbage, trash, rubbish, ashes, and industrial wastes. (3) “Refuse Management Area” means an area located outdoors used to store Refuse bins and/or dumpsters, inside or outside of an enclosure. (4) “Responsible Party” means any Person who owns, operates, or manages a property, business, facility, or site, or who is otherwise responsible for the ac vi es thereon or the Person whose ac on or omission causes or results in a viola on of this Chapter. (5) “Roo op Grease Containment Systems” means the filters applied to roo op termina ons at Food Facili es. They are applied to roo op fans on exhaust systems to capture the aerosol form of FOG from food being cooked in the kitchen. (s) “S” defini ons: (1) “San Francisco Bay Regional Water Quality Control Board” or “Regional Water Board” means the regional agency whose mission is to preserve, enhance, and restore the quality of the San Francisco Bay’s water resources for the protec on of the environment, public health, and all beneficial uses. This agency oversees compliance of the MRP. (2) “Sanitary Sewer Overflow” means any overflow, spill, release, Discharge, or diversion of untreated or par ally treated wastewater from a Sanitary Sewer System. (3) “Sanitary Sewer System” means the collec on system, all sewers, treatment plants and other facili es owned or operated by the City for carrying, collec ng, storing, trea ng, reclaiming, and disposing of sanitary sewage and industrial wastes (as defined in Sec on 16.09.015 of Title 16 of the Palo Alto Municipal Code). (4) “Storm Drain System” means the storm drain facili es owned, managed, or operated by the City by which Stormwater is collected and/or conveyed to Receiving Waters, including but not limited to streets and roads, gu ers, curbs, inlets, piped storm drains, parking lots, pumping facili es, reten on and deten on basins, natural and human-made or altered drainage channels, reservoirs, and other drainage structures which are within the City’s jurisdic on. The Storm Drain System also includes pipes, underground and surface conveyances, and other components on private property Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 105  Packet Pg. 265 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 10 and other property within the City’s limits not owned by the City that connect and/or route Stormwater and Stormwater Runoff to the City’s Storm Drain System. (5) “Stormwater” means any surface flow, runoff, and drainage consis ng en rely of water that originates from precipita on events. (6) “Stormwater Runoff” means flow that is created when precipita on falls on Impervious Surfaces or compacted Pervious surfaces that do not allow water to infiltrate into the ground. (7) “Structural Retrofit Best Management Prac ces” or “Structural Retrofit BMPs” means a retrofit to a structure, fixed feature, or property to prevent or minimize the poten al of a Discharge to the Storm Drain System, Sanitary Sewer System, or Receiving Waters. (t) “T” defini ons: Reserved (u) “U” defini ons: (1) “United States Environmental Protec on Agency” or “U.S. EPA” or “EPA” means the Environmental Protec on Agency of the United States of America, a federal agency, whose mission is to protect human health and the environment and the oversees compliance with environmental regula ons. (v) “V” defini ons: Reserved (w) “W” defini ons: (1) “Waste Oil” means FOG generated by cooking or Food Facility equipment that is not plumbed to the Sanitary Sewer System but is collected, stored, and hauled off-site. Waste Oil is also known as cooking oil, yellow oil, or tallow. (2) “Waste Oil Container” means any container used to store Waste Oil. (x) “X” defini ons: Reserved (y) “Y” defini ons: Reserved (z) “Z” defini ons: Reserved Part 2 General Provisions 16.13.030 Administra on The Director shall be responsible for the administra on and enforcement of the provisions of this Chapter and for promulga ng such orders, rules, condi ons of approval, and requirements as are necessary to accomplish the purposes of this Chapter. The primary regulatory document Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 106  Packet Pg. 266 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 11 implemen ng this Chapter is Palo Alto Regula ons for Food Facili es Related to Water Pollu on Preven on and Management of Fats, Oils, and Grease. 16.13.040 Applicability This Chapter shall apply to all Food Facili es and Mobile Food Facili es as defined in this Chapter. Nothing in this Chapter shall be interpreted to infringe on any vested property right. 16.13.050 Conflicts with Other Laws In the event of any conflict between this Chapter and any federal or state law, regula on, order, or permit, the requirement that establishes the higher standard for public health or safety shall govern. Nothing in this Chapter shall preclude enforcement of any other applicable law, regula on, order, or permit. 16.13.060 Alternate Means and Methods If compliance with any sec on of these regula ons is infeasible, the Director, upon applica on in wri ng by the owner, a lessee, or an authorized representa ve of the Food Facility, is authorized to approve alternate means or methods of compliance with this Chapter. The Food Facility shall demonstrate, as required by the Director, that the proposed alterna ve is at least equivalent in quality, strength, effec veness, fire resistance, durability, and safety. The par culars of any such approval made by the Director shall be in wri ng and a signed copy shall be furnished to the applicant. 16.13.070 Reten on of Records Food Facili es shall comply with the records reten on requirements in the Palo Alto Regula ons for Food Facili es. 16.13.080 Obstruc on, Damage, or Impairment to Storm Drain and Sanitary Sewer Systems and Rights-of-way Dischargers shall be responsible for and liable to the City for any obstruc on, damage, or impairment to the Storm Drain System, Sanitary Sewer System, and other rights-of-way associated with a Discharge that causes an obstruc on, damage, or any other impairment to the Storm Drain System and Sanitary Sewer System. The City may assess a charge against the Discharger to reimburse the City for costs incurred to clean or repair said obstruc on, damage or impairment. Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 107  Packet Pg. 267 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 12 Part 3 Authority to Inspect and Enforce 16.13.090 Authority to Inspect (a) The Director shall have the authority to inspect inside and outside of private and public Food Facili es, sites, property, structures, equipment, and drainage systems associated with Food Facili es, whether exis ng or under construc on, whenever necessary to ensure and confirm compliance with this Chapter and applicable state, regional, and City regula ons. (b) The Director shall be authorized to enter, without unreasonable delay, any premises subject to the requirements of this Chapter to conduct inspec ons and monitoring to assure compliance with this Chapter and applicable state, regional, and City regula ons. An inspec on fee shall be charged for each inspec on at the amount listed in the City’s Adopted Municipal Fee Schedule. (c) In the event the owner or occupant of the premises refuses entry a er a request to enter and inspect the premises has been made, the City is hereby empowered to seek assistance from any court of competent jurisdic on in obtaining such entry. 16.13.100 Authority to Require Correc ve Ac ons (a) Enforcement. The Director shall have primary responsibility for enforcement of this Chapter. The Director is authorized to take all ac ons reasonable and necessary to enforce this Chapter and any regula ons developed as required hereunder. Viola ons of this Chapter may be enforced as allowed by Title I of the Palo Alto Municipal Code. The Director is authorized to exercise the authority provided in the California Penal Code sec on 836.5. (b) The Director may require any Food Facility or Person deemed to have violated this Chapter to take any or all of the following ac ons: (1) Ensure that the Pollu on be remediated and the affected private and City property and infrastructure, as relevant, be restored within a specified me. The Responsible Party shall also be responsible for cleanup or reimbursement of cleanup costs incurred by the City for cleanup ac vi es associated with any Discharges that have entered the City’s right-of-way, Storm Drain and/or Sanitary Sewer Systems. (2) Implement applicable BMPs to protect the Storm Drain System, Sanitary Sewer System, and Receiving Waters to address Pollutant sources, including but not limited to, outdoor Waste Oil storage and disposal areas; outdoor Refuse Management Areas; outdoor parking areas and access roads; outdoor areas used by customers and employees; outdoor wash areas; outdoor drainage from indoor areas; roo op equipment; Grease Control Devices and associated plumbing connec ons; private Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 108  Packet Pg. 268 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 13 Laterals; and other sources that have a reasonable poten al to contribute to Pollu on. (3) Install Structural Retrofit BMPs to address noncompliance of this Chapter. These projects shall be approved by the Director and may be require a Planning En tlement or Building Permit approval from the City. (c) The Director shall implement a Stormwater Enforcement Response Plan to facilitate mely and effec ve compliance with the requirements of this Chapter. The Enforcement Response Plan shall contain, at a minimum, the following: (1) Enforcement procedures; (2) Enforcement tools and scenarios; (3) Procedures for mely correc on of poten al and actual Discharges; and (4) Procedures for referral and coordina on with other agencies. (d) The remedies established in this Sec on are not exclusive. In addi on to any other remedies allowed under the Palo Alto Municipal Code, viola ons may be subject to penal es established by resolu on of the Council or any other enforcement mechanism allowed by law. 16.13.110 Fees and Charges The City may adopt reasonable fees and charges for reimbursement of costs of administering and enforcing this Chapter. Part 4 Prohibited Discharges, Devices, and Connec ons 16.13.120 Prohibited Discharges No Person shall cause, allow, or permit any Threatened or Actual Discharge or allow any of the following to flow or spill to any Pervious area, street, or City right-of-way. Prohibited Discharges include, but are not limited to, the following: (a) Fats, Oils, and Grease (FOG), including any liquid or other wastes containing FOG; (b) Grease Control Device contents; (c) Waste Oil Container contents; (d) Drippings or spills from Outdoor Refuse Management Areas; (e) Refuse, liquids, and other waste from indoor and outdoor storage and wash areas and public or employee areas associated with a Food Facility; and (f) FOG accumula ons on roo ops of Food Facili es from roo op termina ons. Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 109  Packet Pg. 269 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 14 16.13.130 Prohibited Devices, Equipment, and Connec ons (a) Plumbing lines and drainage fixtures located in bathrooms shall not be connected to a Grease Control Device. (b) No dishwashers shall be connected to a Grease Control Device. (c) No Food Facility shall install, maintain, or use a Food Waste Disposer (as required in 16.08.110 of Title 16 of the Palo Alto Municipal Code). (d) Unless otherwise approved by the Director, no Food Facility shall install, maintain, or use any food waste liquefiers, aerobic or anaerobic food waste digesters, food composters, or similar devices designed or intended to digest biodegradable kitchen waste to be drained to the Sanitary Sewer System. (e) A Food Facility shall not connect any fixture or outdoor drainage to the City’s Storm Drain System except with permission from the Director. Part 5 Grease Control Device Requirements 16.13.140 Requirements for Installing or Replacing Exis ng Grease Control Devices Food Facili es shall install and operate a Grease Control Device and with required connected fixtures in compliance with the Palo Alto Regula ons for Food Facili es. 16.13.150 Grease Control Device Maintenance Requirements Grease Control Devices shall be maintained in accordance with the Palo Alto Regula ons for Food Facili es. Part 6 Roo op Grease Containment System Requirements 16.13.160 Requirements for Installing or Replacing Exis ng Roo op Grease Containment Systems Food Facili es shall install and maintain Roo op Containment systems in accordance with the Palo Alto Regula ons for Food Facili es. Part 7 Waste Oil Management Requirements 16.13.170 Waste Oil Storage Requirements for Food Facili es Food Facili es shall comply with the waste oil storage requirements in the Palo Alto Regula ons for Food Facili es. Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 110  Packet Pg. 270 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 15 16.13.180 Waste Oil Management and Maintenance Requirements for Food Facili es All Food Facili es that use and store Waste Oil Containers shall comply with the requirements in the Palo Alto Regula ons for Food Facili es. Part 8 Spill Response Requirements 16.13.190 Requirements for Fats, Oils, and Grease Spill Response Ac vi es Conducted at and Associated with Food Facili es Fats, Oils, and Grease spill response ac vi es conducted at and associated with Food Facili es shall comply with the Palo Alto Regula ons for Food Facili es. Part 9 Best Management Prac ces for Exis ng Facili es 16.13.200 Required Best Management Prac ces for Exis ng Facili es In addi on to the Best Management Prac ces required by Chapter 16.11 of the Palo Alto Municipal Code, Food Facili es shall implement BMPs in accordance with the Palo Alto Regula ons for Food Facili es. Part 10 Mobile Food Facili es 16.14.210 Mobile Food Facili es Mobile Food Facili es shall comply with requirements of the Santa Clara County Department of Environmental Health and applicable sec ons of the Palo Alto Regula ons for Food Facili es. Part 11 Food Facility Closure or Ownership Change 16.14.220 Food Facility Closure or Change of Ownership (a) Food Facili es shall be responsible for a final cleanout and shu ng down of opera ons of their Grease Control Device(s) upon closure of their business and shall adhere to the Palo Alto Regula ons for Food Facili es. (b) GCDs shall be cleaned in accordance with the Palo Alto Regula ons for Food Facili es at the me of Food Facility business closure, closure of the Building in which the Food Facility is located, or a change in ownership of the Food Facility. (c) A GCD that has been abandoned in place or has been otherwise discon nued from further use shall have the contents removed therefrom, and the bo om perforated and be completely filled with crushed rock, sand, controlled low strength material, concrete, or other material as approved by the Director. Subsequent Food Facili es shall be made Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 111  Packet Pg. 271 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 16 aware of the abandoned GCD and install a separate GCD that meets current requirements. (d) Building owners that occupy a space or Building with a Grease Control Device that is deemed out of compliance or was not adequately shut down when the previous Food Facility closed shall take responsibility for that device. Owners shall adhere to the Palo Alto Regula ons for Food Facili es. SECTION 3. If any sec on, subsec on, clause or phrase of this Ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining por on or sec ons of the Ordinance. The Council hereby declares that it would have adopted the Ordinance and each sec on, subsec on, sentence, clause or phrase thereof irrespec ve of the fact that any one or more sec ons, subsec ons, sentences, clauses or phrases be declared invalid. SECTION 4. The Council finds that this project is exempt from the provisions of the California Environmental Quality Act (“CEQA”), pursuant to Sec on 15308 of the CEQA Guidelines, because it is an ac on taken by the City as a regulatory agency to assure the maintenance, restora on, enhancement, or protec on of the environment where the regulatory process involves procedures for protec on of the environment. // // // // // // // // // // // // Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 112  Packet Pg. 272 of 436  *NOT YET APPROVED* 0290174_20250422_ms29 17 SECTION 5. This Ordinance shall be effec ve on the thirty-first day a er the date of its adop on. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ City A orney or Designee City Manager ____________________________ Director of Public Works Item 16 Attachment C - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.13, Requirements for Food Facilities Related to Water Pollution Prevention and Management of Fats, Oils, and Grease        Item 16: Staff Report Pg. 113  Packet Pg. 273 of 436  *NOT YET APPROVED* 1 0290168_20240405_ms29 Ordinance No. _____ Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP) The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. The Palo Alto Regional Water Quality Control Plant (RWQCP) accepts certain hauled liquid wastes from transporters that operate within the areas served by the RWQCP. B. Hauled liquid waste can cause adverse impacts to wastewater treatment plants because it is typically more concentrated than domestic wastewater and may not be equalized when discharged. C. Adverse impacts may include pass through, interference, sludge contamination, and hazards to personnel at the RWQCP. D. To prevent adverse impacts associated with hauled liquid wastes, the City of Palo Alto needs to adequately control the discharge of hauled liquid waste at the RWQCP. E. This ordinance revises the hauled liquid waste program by adding new requirements and clarifying existing requirements for the discharge of hauled liquid waste to the RWQCP, including suggested requirements from the 2007 Environmental Protection Agency Model Pretreatment Ordinance. SECTION 2. A new Chapter 16.66 (Hauled Liquid Waste) is hereby added to Title 16 of the Palo Alto Municipal Code to read as follows: Chapter 16.66 Hauled Liquid Waste SECTIONS: 16.66.010 Purpose 16.66.020 Definitions 16.66.030 Responsibility of the Director 16.66.040 Discharge of Hauled Liquid Waste 16.66.050 Hauled Liquid Waste Discharge Permit Required 16.66.060 Hauled Liquid Waste Discharge Permit Application Procedure 16.66.070 Approved Vehicles 16.66.080 Waste Monitoring 16.66.090 Reporting Requirements for Waste Haulers Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 114  Packet Pg. 274 of 436  *NOT YET APPROVED* 2 0290168_20240405_ms29 16.66.100 Retention of Records 16.66.110 Insurance 16.66.120 Hauled Liquid Waste Discharge Permit Modification 16.66.130 Hauled Liquid Waste Discharge Permit Suspension or Revocation 16.66.140 Hauled Liquid Waste Discharge Permit Denial, Suspension, or Revocation Hearing 16.66.150 Personnel Orientation 16.66.160 Enforcement and Penalties 16.66.170 Charges and Fees 16.66.180 Closure of Receiving Station 16.66.010 Purpose The purpose of this Chapter is to regulate the discharge of hauled liquid waste at the Palo Alto Regional Water Quality Control Plant (RWQCP). 16.66.020 Definitions The following terms and phrases, whenever used in this Chapter, shall be as defined herein. (a) “Chemical toilet waste” means human excrement and deodorizers collected from a portable chemical toilet. (b) “Cesspool” means a lined or partially lined underground pit into which raw sanitary sewage is discharged. (c) “City” means the City of Palo Alto located in the State of California. (d) “Director” means the City’s director of public works, his or her designee, or such other person as may be designated by the city manager. (e) “Hauled liquid waste” means sewage collected from a septic tank, seepage pit, cesspool, chemical toilet, or other similar device. (f) “Hauled liquid waste discharge permit” means a permit issued by the director, used as a control mechanism, which grants revocable permission and authorization to discharge hauled liquid waste to the receiving station. (g) “Hazardous material” means any material so designated by Title 17 of this code. (h) “Hazardous waste” means a material designated as a hazardous waste by Federal, State, or local regulations. (i) “Industrial waste” means any waste so designated by Chapter 16.09 of this code. Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 115  Packet Pg. 275 of 436  *NOT YET APPROVED* 3 0290168_20240405_ms29 (j) “NPDES permit” means National Pollutant Discharge Elimination System Permit and controls water pollution by regulating point sources that discharge pollutants into waters of the United States. (k) “Person” means any individual, partnership, copartnership, firm, company, corporation, association, joint stock company, trust, estate, governmental entity, or any other legal entity; or their legal representatives, agents, or assigns. This definition includes all Federal, State, and local government entities. (l) “Publicly Owned Treatment Works” or “POTW” means a treatment works, as defined by Section 212 of the Clean Water Act (33 U.S.C. Section 1292), which is owned by the City. This definition includes any devices or systems used in the collection, storage, treatment, recycling, and reclamation of sewage or industrial wastes of a liquid nature and any conveyances, which convey wastewater to a treatment plant. (m) “Receiving station” means the location that has been identified by the director as the authorized discharge point for hauled liquid wastes. (n) “RWQCP service area” means the cities of Los Altos, Mountain View, and Palo Alto; the town of Los Altos Hills; the East Palo Alto Sanitary District; and the unincorporated area of the County of Santa Clara where the Stanford University campus is located. (o) “Seepage pit” means a device comprised of one or more pits extending into porous strata, lined with open-jointed masonry or similar walls, capped and provided with a means of access such as a manhole cover and into which wastewater disposal system effluent is discharged. (p) “Sewage” means any material so designated by Chapter 16.09 of this code. (q) “Waste hauler” means any person engaged in the collection and transport of waste. 16.66.030 Responsibility of the Director Except as otherwise provided herein, the director shall administer, implement and enforce the provisions of this Chapter. The director shall be responsible for promulgating such orders, rules, regulations and requirements as are necessary to accomplish the purpose of this Chapter. Any powers granted to or duties imposed upon the director may be delegated by the director to a duly authorized City employee. 16.66.040 Discharge of Hauled Liquid Waste (a) Hauled liquid waste may only be discharged at the receiving station. Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 116  Packet Pg. 276 of 436  *NOT YET APPROVED* 4 0290168_20240405_ms29 (b) No waste hauler shall introduce or cause to be introduced into the receiving station the following pollutants, substances, or wastewater: (1) Commercial or industrial process wastewater, industrial waste, hazardous materials, or hazardous waste; (2) Stormwater, groundwater, or artesian well water, unless authorized by the director; (3) Wastes from soil boring or construction operations; (4) Sludge, biosolids, or any other solid materials from sewage or water treatment plants; (5) Grease, oil, or waste collected from grease control devices as defined by Chapter 16.13 of this code; (6) Any waste prohibited by Section 16.09.040 of this code; or (7) Any waste collected from any property or location outside the RWQCP service area, unless authorized by the director. 16.66.050 Hauled Liquid Waste Discharge Permit Required (a) No person shall deliver or discharge hauled liquid wastes at the receiving station without first obtaining a hauled liquid waste discharge permit from the director. (b) Any violation of the terms and conditions of a hauled liquid waste discharge permit shall be deemed a violation of this Chapter and shall subject the permittee to the enforcement provisions set forth in this Chapter. Obtaining a hauled liquid waste discharge permit from the City does not relieve a permittee of its obligation to comply with all Federal, State, or county waste hauling requirements or with any other applicable provisions of Federal, State, and local law. (c) No hauled liquid waste discharge permit is transferable without prior written consent of the director. A change of ownership (including a transfer of the majority of shares in a corporate discharger) requires submittal of a new hauled liquid waste discharge permit application and payment of any applicable fees. (d) The director may impose terms and conditions or other provisions in hauled liquid waste discharge permits which the director deems reasonable or necessary to carry out the purpose of this Chapter. (e) Issuance of a hauled liquid waste discharge permit establishes a conditional privilege to discharge. Issuance of a hauled liquid waste discharge permit does not create property rights, nor does it create a vested irrevocable right or privilege. The director has the right Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 117  Packet Pg. 277 of 436  *NOT YET APPROVED* 5 0290168_20240405_ms29 to refuse any hauled liquid waste load. 16.66.060 Hauled Liquid Waste Discharge Permit Application Procedure (a) An applicant for a hauled liquid waste discharge permit shall complete and submit a hauled liquid waste discharge permit application established by the director. The director may require information in addition to that required on the hauled liquid waste discharge permit application form as deemed reasonable or necessary to evaluate the hauled liquid discharge permit application. (b) Completed hauled liquid waste discharge permit applications shall be filed by the discharger not less than ten (10) calendar days in advance of commencing or recommencing discharge. The discharger shall not commence or recommence discharge prior to obtaining a hauled liquid waste discharge permit without specific, interim approval from the director to discharge during the permitting process. (c) The director may deny any application for a hauled liquid waste discharge permit for good cause, including, but not limited to, the following reasons: (1) The application contains false or misleading information; (2) The application is not accompanied by the required fee(s); (3) The issuance of the hauled liquid waste discharge permit would result in the discharge of wastes of such quantity or strength that the public health, safety, or public or private property are endangered; (4) The issuance of the hauled liquid waste discharge permit would cause the City to violate any NPDES permit conditions, or any Federal, State, or local laws or regulations; (5) The applicant has not provided adequate information to establish that its discharge will comply with all requirements of this Chapter and with such other terms and conditions as the director may deem necessary to include in the applicant's hauled liquid waste discharge permit; (6) The applicant has failed to pay or has outstanding fees, fines, or penalties owed to the City related to activities governed by this Chapter. (d) If the director denies the issuance of a hauled liquid waste discharge permit, any application fees paid shall not be returned to the applicant unless the director has ascertained that a hauled liquid waste discharge permit is not required to discharge the waste for which the hauled liquid waste discharge permit application is made. (e) Incomplete or inaccurate hauled liquid waste discharge permit applications will not be Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 118  Packet Pg. 278 of 436  *NOT YET APPROVED* 6 0290168_20240405_ms29 processed. 16.66.070 Approved Vehicles Access to and use of the receiving station shall be granted only to vehicles possessing a valid permit issued by the Santa Clara County Department of Environmental Health in addition to a hauled liquid waste discharge permit approved by the director. 16.66.080 Waste Monitoring (a) The director may conduct all inspection, surveillance, sampling, and monitoring necessary to assure compliance with applicable Federal, State, and local regulations including this Chapter. (b) The City shall have the right by and through its officers, employees, or other persons engaged by the City to do so, to take such samples of hauled liquid waste delivered by any person to the receiving station as the City in its sole discretion may deem appropriate to obtain a representative sample of each delivery's contents. Such samples may be taken prior to, during, or after any such delivery or discharge. Without being limited thereto, results of analyses made of such samples at an accredited laboratory may be used to determine a permittee's compliance with the provisions of this Chapter. (c) The director may require a waste hauler to provide representative sample and/or a representative waste analysis of any load prior to discharge. 16.66.090 Reporting Requirements for Waste Haulers (a) The director may require holders of hauled liquid waste discharge permits to submit reports to demonstrate or document compliance with this Chapter. (b) The director may require information on a waste hauler’s operations in addition to that required in the hauled liquid waste discharge permit application or other reports to evaluate waste hauler compliance with the provisions of this Chapter. (c) The director may establish an electronic submittal program for submission of reports, documents and data and require use thereof by holders of hauled liquid waste discharge permits. (d) Waste haulers that send electronic (digital) documents to the director to satisfy the requirements of this Section must meet all Federal, State, and local electronic signature requirements. Electronic data shall be in a format required by the director. The director may require reporting in both digital and traditional format. (e) Nothing in an electronic submittal program established by the director limits the use of the electronically submitted reports, documents, or data or any information contained Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 119  Packet Pg. 279 of 436  *NOT YET APPROVED* 7 0290168_20240405_ms29 therein as evidence in enforcement proceedings. (f) Waste haulers shall comply with all reporting requirements established by the director. A waste hauler’s failure to submit required reports, documents or data as required or by the specified submission deadline shall constitute a violation of the provisions of this Chapter. The director may allow submission of required reports, documents and/or data on the following business day in instances where the due date falls on a weekend or legal holiday. 16.66.100 Retention of Records Waste haulers subject to the reporting requirements of this Chapter shall retain, and make available for inspection and copying without unreasonable delay, all records of information obtained pursuant to this Chapter including, but not limited to, any required monitoring activities, any additional records of information obtained pursuant to monitoring activities undertaken by the discharger independent of such requirements, and documentation associated with best management practices. This includes electronic data and information records maintained and/or submitted in accordance with Section 16.66.090 of this Chapter. All records required to be maintained by this Chapter shall remain available for a period of at least three (3) years. This period shall be automatically extended for the duration of any pending investigation or enforcement of NPDES Permit conditions or where the discharger has been specifically notified of a longer retention period by the director. 16.66.110 Insurance No person shall deliver or discharge hauled liquid wastes at the receiving station unless such person, at his or her sole cost and expense, has and maintains in full force and effect the insurance policies, endorsements, certificates and/or binders required by the City. 16.66.120 Hauled Liquid Waste Discharge Permit Modification The director may modify any hauled liquid waste discharge permit for good cause, including, but not limited to, the following reasons: (a) To incorporate any new or revised Federal, State, or local requirements; (b) A change in the POTW that requires either a temporary or permanent reduction or elimination of the authorized discharge; (c) Information indicating that the permitted discharge poses a threat to the POTW, City personnel, or the receiving waters; (d) Violation of any terms or conditions of the hauled liquid waste discharge permit; Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 120  Packet Pg. 280 of 436  8 *NOT YET APPROVED* (e) Misrepresentations or failure to fully disclose all relevant facts in the hauled liquid waste discharge permit application or in any required reporting; (f) To correct typographical or other errors in the hauled liquid waste discharge permit; (g) To reflect a transfer of the facility ownership or operation to a new owner or operator; or (h) To implement programs or policies required or requested of the City by appropriate Federal, State, or local regulatory agencies. 16.66.130 Hauled Liquid Waste Discharge Permit Suspension or Revocation (a) The director may deny or suspend the use of the receiving station to any person who fails to comply with the orders, rules, regulations, and requirements adopted by the director or the terms and conditions contained in a hauled liquid waste discharge permit. (b) The director may suspend or revoke a hauled liquid waste discharge permit indefinitely for good cause, including, but not limited to, the following reasons: (1) Failure to complete a hauled liquid waste discharge permit application; (2) Misrepresentation or failure to fully disclose all relevant facts in the hauled liquid waste discharge permit application; (3) Knowingly or negligently providing false information on any hauled liquid waste discharge permit application, manifest, document, or other record submitted to the RWQCP; (4) Falsifying reports and certification statements; (5) Failure to accurately complete reports or other paperwork required by the director; (6) Failure to provide a representative sample upon request; (7) Tampering with monitoring equipment; (8) Disposal of wastes originating outside the RWQCP service area without prior approval from the director; (9) Disposal of wastes at the receiving station in a manner which causes or threatens to cause undue mess to the receiving station; Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 121  Packet Pg. 281 of 436  *NOT YET APPROVED* 9 0290168_20250417_ms29 (10) Disposal of wastes at any location other than the receiving station; (11) Failure to pay fees, fines, or penalties; (12) Failure to maintain a valid Environmental Health permit through the Santa Clara County Department of Environmental Health; (13) Failure to provide advance notice of the transfer of business ownership; (14) Violation of any term or condition of the hauled liquid waste discharge permit or any provision of this Chapter; or (15) Failure of the waste hauler to comply with the waste handling, disposal, and reporting requirements of the Santa Clara County Department of Environmental Health. (c) All hauled liquid waste discharge permits issued to a discharger are void upon the issuance of a new hauled liquid waste discharge permit to that discharger. 16.66.140 Hauled Liquid Waste Discharge Permit Denial, Suspension, or Revocation Hearing (a) An applicant or permit holder shall have at its request, a hearing before the city manager, or his or her designee, to appeal a decision by the director to deny the applicant’s discharge permit application, suspend, or revoke a discharger’s discharge permit. (b) The director shall give the applicant or permit holder written notice of intent to deny the applicant’s discharge permit application, suspend, or revoke a discharger’s discharge permit. The notice shall set forth specifically the grounds for the director’s intention to deny the applicant’s discharge permit application, suspend, or revoke a discharger’s discharge permit and shall inform the applicant or permit holder that they have ten (10) calendar days from the date of receipt of the notice to file a written request for a hearing with the director. The application shall be denied or the permit shall be revoked, or suspended if a hearing request is not received by the director within the ten (10) day period. (c) If the applicant, permit holder, or interested party or parties file(s) a timely hearing request, the city manager, or his or her designee, shall within ten (10) calendar days from the receipt of the request, set a time and place for the hearing. All parties involved shall have the right to offer testimonial, documentary, and tangible evidence bearing on the issues and to be represented by counsel. The decision of the city manager, or designee, whether to deny the applicant’s discharge permit application or to modify, make subject to additional terms, suspend, or revoke the discharger’s discharge permit shall be final. 16.66.150 Personnel Orientation Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 122  Packet Pg. 282 of 436  *NOT YET APPROVED* 10 0290168_20250417_ms29 (a) Waste haulers shall attend orientation provided by the City prior to initial discharge but after permit issuance. All waste haulers are responsible for ensuring new drivers know where the receiving station is and how to use it, or to arrange for a City-provided orientation prior to discharge. 16.66.160 Enforcement and Penalties (a) Warning. When the director finds that a user has violated, or continues to violate, any provision of this Chapter or a hauled liquid waste discharge permit, the director may issue verbal or written warnings in response to minor violations of this Chapter. Compliance with warnings does not limit further enforcement action by the City. (b) Notice of violation. When the director finds that a user has violated, or continues to violate, any provision of this Chapter, a hauled liquid waste discharge permit, or order issued hereunder, the director may serve upon that discharger a written notice of violation (NOV). The NOV may include a deadline for the discharger to respond with an explanation of the violation and a plan for the satisfactory correction and prevention thereof. Submission of such a plan in no way relieves the discharger of liability for any violations occurring before or after receipt of the NOV. Nothing in this Section shall limit the authority of the director to take any action, including emergency actions or any other enforcement action, without first issuing a notice of violation. (c) Administrative citation. When the director finds that a user has violated, or continues to violate, any provision of this Chapter or a hauled liquid waste discharge permit, the director may issue an administrative citation in accordance with the provisions contained in Chapter 1.12 of this code. Issuance of an administrative citation shall not be a bar against, or a prerequisite for, taking any other action against the person. (d) Emergency suspension. The director may immediately suspend any discharge, after informal notice to the user, whenever such suspension is necessary to stop an actual or threatened discharge, which reasonably appears to present, or cause an imminent or substantial endangerment to the health, safety, or welfare of persons. The director may also immediately suspend a discharger’s discharge that threatens to interfere with the operation of the POTW, or which presents, or may present, an endangerment to the environment. Any discharger notified of a suspension of its discharge shall immediately stop or eliminate its contribution. In the event of a discharger’s failure to immediately comply voluntarily with the suspension order, the director may take such steps as deemed necessary to prevent or minimize damage to the POTW or endangerment to any persons. The director may allow the discharger to recommence its discharge when the discharger has demonstrated to the satisfaction of the director that the period of endangerment has passed. (e) Civil penalties. (1) Any person who has violated, or continues to violate any provision of this Chapter or a hauled liquid waste discharge permit shall be liable to the City for a maximum Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 123  Packet Pg. 283 of 436  *NOT YET APPROVED* 11 0290168_20250417_ms29 civil penalty of up to twenty-five thousand dollars ($25,000) per day for each day in which such violation occurs. (2) The City may petition the Superior Court of California pursuant to Government Code Section 54740 to recover the sums in subsection (e)(1) of this Section as well as reasonable attorneys’ fees, court costs, and other expenses associated with enforcement activities, including sampling and monitoring expenses, and the cost of any actual damages incurred by the City. (3) Filing a suit for civil penalties shall not be a bar against, or a prerequisite for, taking any other action against a discharger. (f) Criminal penalties. As provided in Chapter 1.08 of this code, violations of the provisions of this Chapter shall be subject to criminal penalties. (g) Remedies nonexclusive. The remedies provided for in this Chapter are cumulative and not exclusive, and shall be in addition to the provisions of Chapters 1.08, 1.12, and 1.16 of this code, and all other remedies available to the City under Federal, State, or local law. The director may take any, all, or any combination of these actions against a noncompliant discharger. The director is empowered to take more than one enforcement action against any noncompliant discharger. Enforcement actions may be taken concurrently. 16.66.170 Charges and Fees (a) The City may adopt reasonable fees for reimbursement of costs of setting up and operating the City’s hauled liquid waste program, which may include: (1) Fees for treatment and discharge of hauled liquid waste; (2) Fees for hauled liquid waste discharge permit applications including the cost of processing such applications; (3) Fees for monitoring, inspection, and surveillance procedures including the cost of collection and analyzing a waste hauler’s discharge, and reviewing monitoring reports and certification statements submitted by waste haulers; (4) Fees for filing appeals; (5) Fees to recover administrative and other costs (not included in subsection (a)(2) of this Section) associated with the enforcement activity taken by the director to address discharger noncompliance; and (6) Other fees as the City may deem necessary to carry out the requirements of this Chapter. 16.66.180 Closure of Receiving Station Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 124  Packet Pg. 284 of 436  *NOT YET APPROVED* 12 0290168_20250417_ms29 The director may suspend discharge of hauled liquid waste at the receiving station for a period of time deemed reasonable or necessary, for good cause including, but not limited to: RWQCP operational issues, concerns, or violations; emergencies; natural disasters; power failures; RWQCP maintenance or repair; excess flow entering the RWQCP; and weather conditions. Hauled liquid waste discharge permit holders shall have no recourse against the City for any reason including, but not limited to, economic loss incurred as a result of receiving station closure. SECTION 3. If any section, subsection, clause or phrase of this Ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining portion or sections of the Ordinance. The Council hereby declares that it should have adopted the Ordinance and each section, subsection, sentence, clause, or phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, or phrases be declared invalid. SECTION 4. The Council finds that this project is exempt from the provisions of the California Environmental Quality Act (“CEQA”), pursuant to Section 15308 of the CEQA Guidelines, because it is an action taken by the City as a regulatory agency to assure the maintenance, restoration, enhancement, or protection of the environment where the regulatory process involves procedures for protection of the environment. // // // // // // // // // // // // // Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 125  Packet Pg. 285 of 436  *NOT YET APPROVED* 13 0290168_20250417_ms29 SECTION 5. This Ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ City Attorney or Designee City Manager ____________________________ Director of Public Works Item 16 Attachment D - Ordinance of the Council of the City of Palo Alto Amending Title 16 of the Palo Alto Municipal Code to Add a New Chapter 16.66 (Hauled Liquid Waste) to Regulate the Discharge of Hauled Liquid Waste at the Palo Alto Regional Water Quality Control Plant (RWQCP)        Item 16: Staff Report Pg. 126  Packet Pg. 286 of 436  City Council Report Type: CLOSED SESSION Lead Department: City Attorney Meeting Date: September 29, 2025 Report #:2509-5236 TITLE CONFERENCE WITH CITY ATTORNEY-POTENTIAL LITIGATION Subject: Potential litigation regarding 156 North California Avenue, as set forth in letter(s) from Holland & Knight LLP dated September 3, 2025 Authority: Government Code Section 54956.9(d)(2); One case, as Defendant. No staff report. ATTACHMENTS Attachment A: September 3, 2025 Correspondence. Item 17 Item 17 Staff Report        Item 17: Staff Report Pg. 1  Packet Pg. 287 of 436  560 Mission Street, Suite 1900 | San Francisco, CA 94105 | T 415.743.6900 | F 415.743.6910 -743-6990 -743-6976 Atlanta | Austin | Birmingham | Boston | Century City | Charlotte | Chattanooga | Chicago | Dallas | Denver | Fort Lauderdale Houston | Jacksonville | Los Angeles | Miami | Nashville | Newport Beach | New York | Orlando | Philadelphia | Portland September 3, 2025 - 5th Floor Re: Response to August 20, 2025 Correspondence, 156 N. California Avenue - App. 24PLN-00100 Dear All: As you know, we represent Midar Investment Co. LLC (the “Applicant”) in connection with its housing development application for 382 multifamily residential units under Application 24PLN- 00100 (the “Project”) at 156 N. California Avenue (the “Project Site”) in Palo Alto (the “City”), California. The Project is proposed on an infill, transit-adjacent location that is ideal for the type of high-density development that California desperately needs, and the Project will contribute substantially to the City meeting its state-mandated affordable housing goals. As documented in previous communications, the Project (1) is a “housing development project” that is subject to the protections of the Housing Accountability Act (the “HAA”), inclusive of the “Builder’s Remedy,” and (2) is eligible for the California Environmental Quality Act (“CEQA”) exemption enacted with the June 30, 2025 adoption of Assembly Bill (“AB”) 130 (the “AB 130 CEQA Exemption”). The purpose of this letter is to respond to the City’s August 20, 2025 correspondence regarding the Project. As explained in the following Section, the Project does qualify for the AB 130 CEQA exemption, and the contrary interpretation set forth in the August 20, 2025 correspondence – and the City’s unlawful refusal to begin the tribal consultation process mandated by AB 130 – is unsupported by the statutory text and applicable precedential case law. In particular, the City’s contentions that AB 130 does not apply to “Builder’s Remedy 1.0” projects fails to recognize that in AB 130 the Legislature expressly provided that its exemption does in fact apply to both types of Builder’s Remedy Projects: 1.0 and 2.0 (as long as such projects are proposed on a site of less than five acres). It is for this reason that the Governor who signed AB 130, and the author of the bill, both understand AB 130 to provide a CEQA exemption for Builder’s Remedy 1.0 Projects. To that end, as detailed in Section II below, the Applicant will invoke the protections of Government Code Section 65589.5.1 (“AB 1633”) if the City maintains its present position. To Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 2  Packet Pg. 288 of 436  Palo Alto Planning Department September 3, 2025 Page 2 the extent it proves necessary to litigate this question, any such litigation will be resolved under a standard of review that is highly favorable to the approval of housing. If the City does not reverse course, it will be subject to the substantial liability imposed by the HAA – including mandamus relief, awards of attorney’s fees, and potential fines – and could endanger its own compliance with Housing Element Law. We urge the City to avoid this course and to instead work with us on processing the development of this Project. The Applicant team remains, as before, committed and willing to work with City officials and stakeholders collaboratively on a Project that can be feasibly developed in a manner consistent with regional needs and local priorities. I. THE PROJECT QUALIFIES FOR THE AB 130 CEQA EXEMPTION. The City’s August 20, 2025 correspondence implicitly acknowledges that the Project meets all AB 130 criteria except one, and sets forth the City’s position that the Project is not eligible for the AB 130 CEQA Exemption because it does not satisfy AB 130’s requirement regarding consistency with applicable general plan and zoning standards. That consistency requirement states in full: The project is consistent with the applicable general plan and zoning ordinance, as well as any applicable local coastal program as defined in Section 30108.6. For purposes of this section, a housing development project shall be deemed consistent with the applicable general plan and zoning ordinance, and any applicable local coastal program, if there is substantial evidence that would allow a reasonable person to conclude that the housing development project is consistent. As explained in the Applicant’s August 6, 2025 correspondence to the City, and further developed through email correspondence, because the Project is a Builder’s Remedy project, it may not lawfully be required to comply with the City’s general plan and zoning standards, and any such standards are not “applicable” for purposes of AB 130’s consistency requirement. Thus, the Project satisfies this requirement. In its August 20, 2025 correspondence, the City posits that only Builder’s Remedy projects that meet the statutory definition set forth in HAA subdivision (h)(11) (i.e., those commonly known as “Builder’s Remedy 2.0” projects) can access AB 130. The City bases this position on its interpretation that HAA subdivision (f)(6)(D)(iii) – AB 1893’s “deemed consistent” provision for Builder’s Remedy projects – is only available for Builder’s Remedy 2.0 projects. In the City’s view, a Builder’s Remedy project can only satisfy AB 130’s consistency requirements by relying on HAA subdivision (f)(6)(D)(iii)’s “deemed consistent” language. And, because the City views this “deemed consistent” language as unavailable for “grandfathered” “Builder’s Remedy 1.0” projects, the City concludes that grandfathered Builder’s Remedy projects are categorically barred from accessing AB 130. Putting aside any arguments about what AB 1893 provides, the City is incorrect because subdivision (f)(6)(D)(iii)’s “deemed consistent” provisions are not required to access AB 130. This fact is apparent from the text and structure of AB 130 itself. Specifically, AB 130 refers separately and specifically to both pre-AB 1893, grandfathered Builder’s Remedy projects, and Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 3  Packet Pg. 289 of 436  Palo Alto Planning Department September 3, 2025 Page 3 subsequent projects that meet AB 1893’s statutory definition of a “Builder’s Remedy project” when it provides that both types of projects can be eligible for the AB 130 CEQA exemption (as long as they are proposed on project sites of less than five acres): The project site or the parcel size for a builder’s remedy project, as defined in paragraph (11) of subdivision (h) of Section 65589.5 of the Government Code, or the project site or the parcel size for a project that applied pursuant to paragraph (5) of subdivision (d) of Section 65589.5 of the Government Code as it read before January 1, 2025, is not more than five acres.1 Grandfathered Builder’s Remedy projects such as the Project – i.e., those that “applied pursuant to paragraph (5) of subdivision (d) of Section 65589.5 of the Government Code as it read before January 1, 2025” – are expressly described as eligible for the AB 130 exemption. But of course, Builder’s Remedy projects are not designed to comply with otherwise-applicable local standards. Thus, under the City’s read of AB 130’s consistency requirements, such projects could never qualify for AB 130. If that were the case, however, then the Legislature would not have taken pains to specifically reference grandfathered Builder’s Remedy projects as eligible for AB 130 if located on a site of five acres of less. The fact that the Legislature did reference such projects indicates its understanding that those projects are eligible for AB 130. A contrary reading would render AB 130’s distinct reference to projects that “applied pursuant to paragraph (5) of subdivision (d) of Section 65589.5 of the Government Code as it read before January 1, 2025” a nullity, in violation of basic principles of statutory interpretation.2 AB 130’s consistency requirements must be read in a manner that gives harmony to the other statutory provisions. To that end, please be advised that Governor Newsom’s office has confirmed that the Governor and the author of the law share this understanding, as shown in the attached Exhibit A. The foregoing is fully dispositive, but we note further that this interpretation is also supported by legal precedent more than a decade old. Specifically, in Wollmer v. City of Berkeley (2011) 193 Cal.App.4th 1329, 1348, dealing with essentially the same language, the Court of Appeal held that general plan and zoning standards displaced by State Density Bonus Law were not “applicable” within the meaning of CEQA Guidelines Section 15332(a): The City properly applied the plain meaning of Guidelines section 15332, subdivision (a) to its own codes in a manner that was in harmony with the state’s density bonus law, and so applied, properly found that the project was exempt from CEQA. On its face the exemption only requires consistency with applicable general plan designations and policies and applicable zoning designations and regulations. (Guidelines, § 15332, subd. (a).) The density bonus statute in turn requires a waiver of development standards that physically preclude construction of a density-bonus 1 Pub. Res. Code § 21080.66(a)(1)(B) (emphasis added). 2 “An interpretation that renders statutory language a nullity is obviously to be avoided.” Williams v. Superior Court (1993) 5 Cal.4th 337, 357. Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 4  Packet Pg. 290 of 436  Palo Alto Planning Department September 3, 2025 Page 4 qualifying project. (§ 65915, subd. (e)(1).) And the City’s own zoning ordinance generally requires the grant of a density bonus upon a complete application. (Berkeley Mun. Code, § 23C.12.050.A.) Taking these laws together as they operate in the context of a density bonus project, it is clear that the waived zoning standards are not ‘applicable’ and that the requirements of Guidelines section 15332, subdivision (a) were met.3 So too here. Considering AB 130’s consistency requirement language in the larger statutory context, it is plain that the City’s “general plan and zoning ordinance” standards are not “applicable” to Builder’s Remedy projects in a manner that would preclude those projects from accessing AB 130. The City’s August 20, 2025 correspondence purports to distinguish Wollmer on two bases. First, the City states that “Wollmer dealt with the affirmative waiver of development standards by the City of Berkeley pursuant to density bonus law and the city’s own municipal code. … By contrast, Palo Alto has not taken analogous action here.” The City’s reference to the “affirmative waiver of development standards” at issue in Wollmer seems to suggest that the City of Berkeley’s waiver of development standards was voluntary. Not so. State Density Bonus Law forbids local governments from applying development standards that would physically preclude construction of density bonus projects.4 Thus, the waiver granted by the City of Berkeley in Wollmer was compelled by law. Nor is it true that the City took no action to render its local standards inapplicable to builder’s remedy projects in this instance; the City affirmatively chose not to produce and adopt a legally-compliant housing element by the certification deadline. The City also purports to distinguish Wollmer with the argument that “the builder’s remedy has never purported to completely displace the City’s general plan and zoning code.” But nor were the development standards waived pursuant to State Density Bonus Law in Wollmer “completely displaced.” Rather, they were not “applicable” as to the Wollmer project because the Wollmer project could not be required to comply with those standards, even though those standards remained applicable to other projects. The same is true here. Further, the August 20, 2025 correspondence misconstrues the governing evidentiary framework. AB 130 states that, on the question of consistency with local standards, “a housing development project shall be deemed consistent with the applicable general plan and zoning ordinance, and any applicable local coastal program, if there is substantial evidence that would allow a reasonable person to conclude that the housing development project is consistent.”5 Thus, it is immaterial that the City disagrees about the applicability of certain standards to the Project. A reasonable 3 Wollmer v. City of Berkeley (2011) 193 Cal.App.4th 1329, 1348-49. 4 Gov. Code § 65915(e)(1) (“In no case may a city, county, or city and county apply any development standard that will have the effect of physically precluding the construction of a development…”). 5 Pub. Res. Code § 21080.66(a)(4)(A). The Legislature’s choice to impose a “reasonable person” on this question suggests a legislative intent to preclude highly-technical and uncharitable arguments (such as the City’s) about why a given project does not comply with applicable local standards. Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 5  Packet Pg. 291 of 436  Palo Alto Planning Department September 3, 2025 Page 5 person could certainly reach a contrary conclusion, and the City cannot show otherwise. As such, the Project is deemed consistent with applicable general plan and zoning standards, and this qualifying criterion is satisfied. II. THE APPLICANT IS PREPARED TO INVOKE THE PROTECTIONS OF AB 1633 IF THE CITY DOES NOT RECOGNIZE THE AB 130 CEQA EXEMPTION. AB 1633 provides that local governments are subject to the substantial liability imposed by the HAA for refusing to recognize a housing project’s entitlement to access a CEQA exemption, where substantial evidence indicates that the project qualifies for that exemption.6 To effectuate these protections, AB 1633 provides a statutory process for adjudicating disputes regarding the applicability of a CEQA exemption. That statutory process begins with an applicant’s provision of written notice to the relevant agency.7 The time to provide such written notice is “35 days of the date that the local agency gave the applicant notice of the local agency’s determination” that a project does not qualify for a CEQA exemption.8 Unless informed otherwise, the Applicant will proceed on the assumption that the City’s August 20, 2025 correspondence represents its “notice of the local agency’s determination” that the Project does not qualify for the AB 130 CEQA Exemption. Thus, unless the City promptly informs the Applicant that it has withdrawn its position regarding the AB 130 CEQA Exemption, the Applicant will provide its AB 1633 notice to the City no later than September 24, 2025. We urge the City to take prompt action to avoid this outcome. Sincerely, HOLLAND & KNIGHT LLP Genna Yarkin Daniel R. Golub Will Sterling cc: Caio Arellano, Albert Yang - City Attorney’s Office 6 See generally Gov. Code § 65589.5.1. The Project satisfies the qualifying criteria for accessing AB 1633. 7 Gov. Code § 65589.5.1(a)(5). 8 Gov. Code § 65589.5.1(a)(5)(E). Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 6  Packet Pg. 292 of 436  EXHIBIT A Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 7  Packet Pg. 293 of 436  1 From: Myles White <Myles.White@gov.ca.gov> Date: August 25, 2025 at 2:03:27 PM PDT To: mike.mollie@gmail.com Subject: AB 130 Hi Mike, Thanks for reaching out on this. After discussing with my colleague in the author’s office who worked with me on this bill (now statute), I can confirm our understanding is that the CEQA infill exemption applies to both Builder Remedy 1.0 projects and 2.0 projects, so long as the site is no more than 5 acres (the specific requirement for Builder Remedy projects utilizing this authority) and the project meets the other criteria in the bill. This provision is codified in Public Resources Code §21080.66 (see highlighted provision below). Myles --- SEC. 59. Section 21080.66 is added to the Public Resources Code, to read: 21080.66. (a) Without limiting any other statutory or categorical exemption, this division does not apply to any aspect of a housing development project, as defined in subdivision (b) of Section 65905.5 of the Government Code, including any permits, approvals, or public improvements required for the housing development project, as may be required by this division, if the housing development project meets all of the following conditions: (1) (A) Except as provided in subparagraph (B), the project site is not more than 20 acres. (B) The project site or the parcel size for a builder’s remedy project, as defined in paragraph (11) of subdivision (h) of Section 65589.5 of the Government Code, or the project site or the parcel size for a project that Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 8  Packet Pg. 294 of 436  2 applied pursuant to paragraph (5) of subdivision (d) of Section 65589.5 of the Government Code as it read before January 1, 2025, is not more than five acres. (2) The project site meets either of the following criteria: (A) Is located within the boundaries of an incorporated municipality. (B) Is located within an urban area, as defined by the United States Census Bureau. (3) The project site meets any of the following criteria: (A) Has been previously developed with an urban use. (B) At least 75 percent of the perimeter of the site adjoins parcels that are developed with urban uses. (C) At least 75 percent of the area within a one-quarter mile radius of the site is developed with urban uses. (D)For sites with four sides, at least three out of four sides are developed with urban uses and at least two-thirds of the perimeter of the site adjoins parcels that are developed with urban uses. (4)(A) The project is consistent with the applicable general plan and zoning ordinance, as well as any applicable local coastal program as defined in Section 30108.6. For purposes of this section, a housing development project shall be deemed consistent with the applicable general plan and zoning ordinance, and any applicable local coastal program, if there is substantial evidence that would allow a reasonable person to conclude that the housing development project is consistent. (B) If the zoning and general plan are not consistent with one another, a project shall be deemed consistent with both if the project is consistent with one. (C) The approval of a density bonus, incentives or concessions, waivers or reductions of development standards, and reduced parking ratios pursuant to Section 65915 of the Government Code shall not be grounds for determining that the project is inconsistent with the applicable general plan, zoning ordinance, or local coastal program. (5) The project will be at least one-half of the applicable density specified in subparagraph (B) of paragraph (3) of subdivision (c) of Section 65583.2 of the Government Code. (6) The project satisfies the requirements specified in paragraph (6) of subdivision (a) of Section 65913.4 of the Government Code. Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 9  Packet Pg. 295 of 436  3 (7) The project does not require the demolition of a historic structure that was placed on a national, state, or local historic register before the date a preliminary application was submitted for the project pursuant to Section 65941.1 of the Government Code. (8) For a project that was deemed complete pursuant to paragraph (5) of subdivision (h) of Section 65589.5 of the Government Code on or after January 1, 2025, no portion of the project is designated for use as a hotel, motel, bed and breakfast inn, or other transient lodging. For the purposes of this section, “other transient lodging” does not include either of the following: (A) A residential hotel, as defined in Section 50519 of the Health and Safety Code. (B) After the issuance of a certificate of occupancy, a resident’s use or marketing of a unit as short-term lodging, as defined in Section 17568.8 of the Business and Professions Code, in a manner consistent with local law. Item 17 Attachment A - September 3, 2025 Correspondence        Item 17: Staff Report Pg. 10  Packet Pg. 296 of 436  City Council Staff Report Report Type: INFORMATION REPORTS Lead Department: Administrative Services Meeting Date: September 29, 2025 Report #:2501-4028 TITLE City of Palo Alto Monthly Investment Report August 2025 (Unaudited) ATTACHMENTS Attachment A: August 2025 Monthly Investment Activity Report APPROVED BY: Lauren Lai, Administrative Services Director Item A Item A Staff Report        Item A: Staff Report Pg. 1  Packet Pg. 297 of 436  CITY OF PALO ALTO MONTHLY INVESTMENT ACTIVITY REPORT August 2025 (Unaudited) TO: Honorable City Council Report Posted at the City’s Website: www.cityofpaloalto.org/investmentreporting Above Link on Council Agenda of September 29, 2025 ______________________________________________________________________ The City’s Investment Policy1 (Policy) and California Government Code Section 53607 requires that a report of transactions (investments, reinvestment, sold, and exchanged securities) be made available to the Council on a monthly basis. The attached list of transactions (Attachment A) also includes, though not required by the Policy or the government code, security maturities and cash movement activity in the City’s two liquid operating cash pool accounts (Local Agency Investment Fund or LAIF and Fidelity accounts). Liquid cash are available on a daily basis but are invested by the two entities in a range of securities (e.g., treasuries, federal agencies, commercial paper, corporate bonds, time deposits, loans, and certificate of deposits/bank notes). This reporting requirement is separate and distinct from the quarterly investment report submitted under California Government Code Section 53646 that includes portfolio composition, a detailed list of all securities, performance compared to the Policy, overall compliance with the Policy, and the City’s ability to meet expenditure requirements over the next six months. Prepared by: _______________________ Jessie Deschamps Sr. Management Analyst, ASD - Treasury Approved by: 1 https://www.cityofpaloalto.org/files/assets/public/v/1/administrative-services/investment-policies/adopted-investment-policy-1-39-asd.pdf Docusign Envelope ID: E2B17092-65AE-4D78-A4F6-6B42B5F589B4 9/9/2025 9/9/2025 9/9/2025 Item A Attachment A - August 2025 Monthly Investment Activity Report        Item A: Staff Report Pg. 2  Packet Pg. 298 of 436  City of Palo Alto Activity Report City of Palo Alto Administration Svcs. Dept. 250 Hamilton Ave., 4th Floor Palo Alto, CA 94301 (650)496-5020Sorted By Safekeeper August 1, 2025 - August 31, 2025 Current Rate Transaction Date Balance Beginning Balance Ending Par Value Percent of Portfolio Par Value CUSIP Investment # Issuer Purchases or Deposits Redemptions or Withdrawals Safekeeper: U.S. Bank Negotiable Certificates of Deposits First Carolina Bank2389 NCD 0.000.450 08/20/2025 248,000.0031944MBB0 1st Financial Bank2390 NCD 0.000.450 08/19/2025 248,000.0032022RNT0 Ufirst Federal Credit Union2832 NCD 0.004.850 08/25/2025 249,000.00902684AB5 West Town Bank and Trust2855 NCD 0.005.450 08/28/2025 249,000.00956310BM7 Cental Valley Community Bank2945 NCD 0.004.900 09/02/2025 249,000.0015568PAV8 Timberland Bank Hoquaim3020 NCD 0.005.100 08/28/2025 249,000.0088709RBB4 1,492,000.0027,328,000.00 25,836,000.00Subtotal and Balance 0.00 Corporate Medium Term Bonds Alphabet (Google) Inc.2507 MTN 0.000.450 08/15/2025 200,000.0002079KAH0 200,000.0031,850,000.00 31,650,000.00Subtotal and Balance 0.00 Federal Agency Bonds Federal Agricultural Mortgage1580 0.004.350 08/04/2025 474,000.0031315PEM7 Federal Agricultural Mortgage2098 0.004.350 08/04/2025 550,000.0031315PEM7 Federal Farm Credit Bank .2391 Call 0.000.570 08/12/2025 1,500,000.003133EL3H5 Federal National Mortgage Asso2392 Call 0.000.625 08/28/2025 1,000,000.003136G4R62 Federal National Mortgage Asso2393 Call 0.000.650 08/27/2025 1,000,000.003136G4S87 Federal National Mortgage Asso2394 Call 0.000.650 08/27/2025 1,500,000.003136G4Q97 Federal Home Loan Bank2395 Call 0.000.600 08/27/2025 1,500,000.003130AJZ36 Fed. Home Loan Mortgage Corp.2396 Call 0.000.625 08/19/2025 1,000,000.003134GWNC6 Federal National Mortgage Asso2397 Call 0.000.625 08/27/2025 1,500,000.003136G4V59 Federal Home Loan Bank2399 Call 0.000.600 08/27/2025 1,500,000.003130AJZ36 Federal Farm Credit Bank .2406 Call 0.000.610 08/25/2025 1,500,000.003133EL4W1 Federal Farm Credit Bank .2408 Call 0.000.610 08/25/2025 1,500,000.003133EL4W1 Federal Home Loan Bank2411 Call 0.000.600 08/27/2025 1,180,000.003130AJZ36 Federal Home Loan Bank2802 Call 0.005.620 08/14/2025 1,500,000.003130AULM4 Federal Home Loan Bank3051 Call 0.005.500 08/25/2025 1,000,000.003130B3AN3 Federal Home Loan Bank3088 Call 0.005.300 08/15/2025 800,000.003130B3HR7 19,004,000.00204,309,000.00 185,305,000.00Subtotal and Balance 0.00 Treasury Securities (Notes) 4,500,000.00 4,500,000.00Subtotal and Balance Portfolio CPA AP Run Date: 09/09/2025 - 13:19 DA (PRF_DA) 7.3.11 Report Ver. 7.3.11 Docusign Envelope ID: E2B17092-65AE-4D78-A4F6-6B42B5F589B4 Item A Attachment A - August 2025 Monthly Investment Activity Report        Item A: Staff Report Pg. 3  Packet Pg. 299 of 436  Current Rate Transaction Date Balance Beginning Balance Ending Par Value Page 2 Percent of Portfolio Par Value August 1, 2025 - August 31, 2025 Activity Report City of Palo Alto CUSIP Investment # Issuer Purchases or Deposits Redemptions or Withdrawals Safekeeper: U.S. Bank Municipal Bonds Burlingame School District1548 MUN 0.006.238 08/01/2025 120,000.00121457EQ4 Fremon Union High School Distr1646 MUN 0.006.080 08/01/2025 145,000.00357172VA0 State of Tennessee1674 MUN 0.002.066 08/01/2025 1,650,000.00880541XX0 State of Tennessee1676 MUN 0.002.066 08/01/2025 700,000.00880541XX0 Orchard School District1910 MUN 0.003.125 08/01/2025 40,000.00685585FD8 Fullerton School District1917 MUN 0.003.040 08/01/2025 750,000.00359819DM8 State of Maryland2184 MUN 0.004.350 08/01/2025 500,000.005741926N5 Marin Community College Dist.2287 MUN 0.005.000 08/01/2025 310,000.0056781RJJ7 Contra Costa Community College2291 MUN 0.001.918 08/01/2025 320,000.00212204JF9 San Jose Unified School Dist.2518 MUN 0.000.558 08/01/2025 1,000,000.00798186N81 Orange Cnty Water District2578 MUN 0.002.095 08/15/2025 315,000.0068442CCY0 State of Maryland2581 MUN 0.004.350 08/01/2025 245,000.005741926N5 State of Oregon2584 MUN 0.000.803 08/01/2025 265,000.0068609TT81 Chabot-Las Positas CCD2589 MUN 0.000.880 08/01/2025 125,000.0015722TJQ5 San Mateo Foster City SCH Dist2591 MUN 0.006.000 08/01/2025 395,000.00799055ME5 Foothill-De Anza Comm Clg Dist2818 MUN 0.000.906 08/01/2025 540,000.00345102PG6 State of Hawaii2820 MUN 0.001.033 08/01/2025 700,000.00419792F92 Chabot-Las Positas CCD2842 MUN 0.000.880 08/01/2025 1,000,000.0015722TJQ5 City of Los Angeles Fin Author2947 MUN 0.007.488 08/01/2025 70,000.0054473ENT7 9,190,000.00233,250,414.12 224,060,414.12Subtotal and Balance 0.00 Supranationals (World Bank) Bonds 70,884,000.00 70,884,000.00Subtotal and Balance 0.00 29,886,000.00572,121,414.12 542,235,414.1295.632%Safekeeper Subtotal Safekeeper: Not applicable - Cash/Managed Pool Accounts LAIF & Fidelity Cash Accounts Fidelity Investments158 7,200,000.004.190 8,300,000.00SYS158 Local Agency Investment Fund159 3,500,000.004.250 8,300,000.00SYS159 16,600,000.0030,664,784.08 24,764,784.08Subtotal and Balance 10,700,000.00 10,700,000.00 16,600,000.0030,664,784.08 24,764,784.084.368%Safekeeper Subtotal 602,786,198.20 567,000,198.20Total46,486,000.0010,700,000.00100.000% Portfolio CPA AP Run Date: 09/09/2025 - 13:19 DA (PRF_DA) 7.3.11 Report Ver. 7.3.11 Docusign Envelope ID: E2B17092-65AE-4D78-A4F6-6B42B5F589B4 Item A Attachment A - August 2025 Monthly Investment Activity Report        Item A: Staff Report Pg. 4  Packet Pg. 300 of 436  City Council Supplemental Report From: Mahealani Ah Yun, City Clerk Meeting Date: September 29, 2025 Item Number: 3 Report #:2509-5256 TITLE Supplemental Report - Impacts of H.R.1 on Santa Clara County Region As indicated in Staff Report #2509-5235, Item #3 on the September 29, 2025 City Council Agenda, a presentation from Santa Clara County staff was expected to be distributed on September 25, 2025. The presentation is attached to this supplemental report. ATTACHMENT Attachment A: Item 3 Presentation Item 3 Item 3 Supplemental Report        Item 3: Staff Report Pg. 1  Packet Pg. 301 of 436  Palo Alto City Council September 29, 2025 Impact of Federal Budget Cuts and the County’s Response County of Santa Clara 1 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 2  Packet Pg. 302 of 436  H.R. 1 Overview H.R. 1, or the “One Big Beautiful Bill Act,” is the federal budget reconciliation bill that was signed into law by President Trump on July 4, 2025. Enacts the largest cuts in our nation’s history to Medicaid (known as Medi-Cal in CA) and food assistance (CalFresh in CA) to help fund tax cuts primarily benefitting the wealthiest Americans. Medicaid is a critical social safety net program that provides healthcare coverage for nearly 1 in 5 Americans.Approximately half of all children in the United States are covered by Medicaid. 2 2 of 12 1 in 4 County residents rely on Medi-Cal 133,000 residents rely on CalFresh for food assistance Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 3  Packet Pg. 303 of 436  H.R. 1 Creates a County Fiscal Crisis Medicaid is the single largest source of federal funding for the County, totaling $2.3 billion in FY25-26. Medi-Cal funding accounts for more than half of all revenue for Santa Clara Valley Healthcare (SCVH), the County's healthcare delivery system. The County expects $1 billion in lost revenue per year, representing a significant portion of the $4.6B total annual budget for Santa Clara Valley Healthcare This is a devastating and destabilizing level of cuts that can only result in extraordinarily harmful service reductions if not addressed. 3 3 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 4  Packet Pg. 304 of 436  Projected Impact to County Revenues (Summary) 4 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 5  Packet Pg. 305 of 436  Santa Clara Valley Healthcare operates 4 hospitals and 15 major health centers in Santa Clara County and is the largest provider of many critical healthcare services to all residents: Provides care for nearly 1 in 4 Santa Clara County residents. Largest provider of both Medi-Cal and Medicare hospital services to Santa Clara County residents. Operates 2 of only 3 trauma centers in Santa Clara County Only Burn Center in Santa Clara County and 1 of only 3 regional centers of its kind between Los Angeles and the Oregon border. Top ranked Rehabilitation Center on the entire West Coast. H.R. 1 Threatens Access to Healthcare and Local Hospitals 5 5 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 6  Packet Pg. 306 of 436  6 San Jose is home to 3 of 4 County hospitals (with 2 trauma centers and 1 burn center) and 10 of 15 major health centers. Local Emergency Room Capacity is at Risk Santa Clara County has limited ER beds. Santa Clara Valley Healthcare provides critical capacity that is already stretched thin. 6 of 12 If County emergency bed capacity is significantly reduced, other local hospitals will be overwhelmed. Every 11 minutes a 911 call results in someone being transported to a County hospital. Nearly half of all ER visits in Santa Clara County are at County hospitals (750 visits per day). 80% of trauma cases are taken to a County hospital. Only counties with population over 500,000 shown on graph Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 7  Packet Pg. 307 of 436  H.R. 1 Puts County Services at Risk 7 of 12 Federal cuts of the magnitude we face present a major risk to all County services from public safety to homelessness. A $1 billion funding shortfall is too significant for Santa Clara Valley Healthcare to absorb on its own. Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 8  Packet Pg. 308 of 436  6,485 residents rely on Medi-Cal Nearly 10% of Palo Alto’s population Opened Valley Health Center North County, the first County clinic in Palo Alto. Offers walk-in urgent care services for all ages, family medicine, on-site laboratory, radiology, pharmacy, and other services. Capacity to provide 14,000 visits annually. 9 of 15 Community Impacts: Palo Alto HEALTHCARE 31,600 COVID vaccinations provided to Palo Alto residents during height of the pandemic, regardless of health provider or insurance 25% of Palo Alto residents received their COVID vaccine from the County during this period DISASTER RESPONSE HOMELESSNESS FOOD ASSISTANCE  1,755 residents rely on CalFresh to put food on the table 285 households served by permanent supportive housing programs in past year 234 households provided shelter/temporary housing in past year 8 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 9  Packet Pg. 309 of 436  County’s Response to H.R. 1 To address the extraordinary fiscal emergency caused by H.R. 1, the County is taking swift, proactive steps in several areas. 9 Reducing Costs and Increasing Revenue Seeking State Support Pursuing Local Solutions 9 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 10  Packet Pg. 310 of 436  ➢On August 7, 2025, the Board of Supervisors unanimously voted to place an emergency,temporary general sales tax measure of 5/8 of a cent on the ballot. If approved, the tax would be in place for five years and generate $330 million in revenue each year. ➢The County has very limited options for raising local revenue for services. Unlike cities, counties can only enact taxes that have been affirmatively authorized by the State. ➢SB 335 grants the County temporary authority to provide voters the option to raise local sales taxes by 5/8 of a cent for County services. ➢Measure A does not affect the ability of any city to propose a sales tax measure to their voters. ➢Under state law, common household expenses (e.g. rent, groceries, utilities, childcare, etc.) are exempt from sales taxes.es10 County’s Response Measure A 10 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 11  Packet Pg. 311 of 436  Summary Our community is facing a true healthcare emergency caused by the federal government. The crisis will hit us soon and worsen in the next few years. The County's hospital and health clinics will be hit hardest, but other critical County services – such as mental health care and public safety – are also threatened. Everyone's care is at risk, as closure of trauma centers or emergency departments increase wait times and affect patient care regardless of what insurance you have or which hospital is nearest to you. Even if the temporary sales tax passes, the County will have to make hundreds of millions of dollars in service cuts to address a $1 billion+ shortfall. Over the next several years, we need to come together as a community to chart a path forward that ensures the health and well-being of our residents, especially those most in need. 11 11 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 12  Packet Pg. 312 of 436  Thank You Visit scc.info/federalfunding for more information 12 of 12 Item 3 Supplemental Attachment A - Item 3 Presentation        Item 3: Staff Report Pg. 13  Packet Pg. 313 of 436  Item No. 12. Page 1 of 1 City Council Supplemental Report From: Ed Shikada, City Manager Meeting Date: September 29, 2025 Item Number: 12 Report #:2509-5254 TITLE Supplemental Report: The City Schools Liaison Committee Recommends Approval of Professional Services Contract Number C26195844 with the JED Foundation for a Not-to-Exceed Amount of $149,000 for Technical Assistance, Evaluation, and Support Regarding Youth and Young Adult Mental Health Programs for a Period of Two Years; CEQA Status - Not a Project RECOMMENDATION This is a supplemental report for Agenda Item #12: The City Schools Liaison Committee Recommends Approval of Professional Services Contract Number C26195844 with the JED Foundation for a Not-to-Exceed Amount of $149,000 for Technical Assistance, Evaluation, and Support Regarding Youth and Young Adult Mental Health Programs for a Period of Two Years; CEQA Status - Not a Project. The contract with the JED Foundation is attached to this memo as Attachment A. ATTACHMENTS Attachment A: Professional Services Contract No. C26195844 with the JED Foundation APPROVED BY: Ed Shikada, City Manager Item 12 Item 12 Supplemental Report        Item 12: Staff Report Pg. 1  Packet Pg. 314 of 436  Professional Services Rev. Oct 16,2024 Page 1 of 22 CITY OF PALO ALTO CONTRACT NO. C26195844 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PALO ALTO AND THE JED FOUNDATION This Agreement for Professional Services (this “Agreement”) is entered into as of the 29th day of September, 2025 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and THE JED FOUNDATION, a New York Corporation, located at 745 5th Ave Suite 500, New York, NY 10151 (“CONSULTANT”). The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference: RECITALS A. CITY intends to Palo Alto youth and young adults (the “Project”) and desires to engage a consultant to provide strategic planning, technical assistance, prevention and postvention evaluation in connection with the Project (the “Services”, as detailed more fully in Exhibit A). B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree as follows: SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit A in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Agreement shall be from October 1, 2025 through September 30, 2027 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 2  Packet Pg. 315 of 436  Professional Services Rev. Oct 16,2024 Page 2 of 22 SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed One Hundred Forty-Nine Thousand Dollars ($149,000). The hourly schedule of rates, if applicable, is set out in Exhibit C- 1, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the Services performed and the applicable charges (including, if applicable, an identification of personnel who performed the Services, hours worked, hourly rates, and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s invoices shall be subject to verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the address specified in Section 13 (Project Management) below. CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it, its employees and subcontractors, if any, possess the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All Services to be furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement, as amended from time to time. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. CONSULTANT represents and warrants that it is a corporation duly incorporated and in good standing under the laws of the State of New York. CONSULTANT further represents that, as of the Effective Date, is in the process of registering with the California Secretary of State as required to transact intrastate business in California. This Agreement shall not become effective, nor shall CONSULTANT be authorized to perform any services hereunder, unless and until CONSULTANT provides CITY with satisfactory written evidence of such registration with the California Secretary of State. SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs, including, but not limited to, increases in the cost of Services, arising from or caused by Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 3  Packet Pg. 316 of 436  Professional Services Rev. Oct 16,2024 Page 3 of 22 CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such errors and omissions, any change order markup costs, or costs arising from delay caused by the errors and omissions or unreasonable delay in correcting the errors and omissions. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s stated construction budget by ten percent (10%) or more, CONSULTANT shall make recommendations to CITY for aligning the Project design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs the Services requested by CITY under this Agreement. CONSULTANT and any agent or employee of CONSULTANT will not have employee status with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY pertaining to or in connection with any retirement, health or other benefits that CITY may offer its employees. CONSULTANT will be responsible for all obligations and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income tax withholdings, workers’ compensation, unemployment compensation, insurance, and other similar responsibilities related to CONSULTANT’s performance of the Services, or any agent or employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as creating an employment or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by which such a result is obtained. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written approval of the City Manager. Any purported assignment made without the prior written approval of the City Manager will be void and without effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the parties. SECTION 12. SUBCONTRACTING. Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the Services to be performed under this Agreement without the prior written authorization of the City Manager or designee. In the event CONSULTANT does subcontract any portion of the work to be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and omissions of subcontractors. CONSULTANT shall be responsible for directing the work of any subcontractors and for any compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 4  Packet Pg. 317 of 436  Professional Services Rev. Oct 16,2024 Page 4 of 22 compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with the prior written approval of the City Manager or designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Dr. Katie Hurley Email: katieh@jedfoundation.org as the CONSULTANT’s Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT’s Project Manager or any other of CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Services or a threat to the safety of persons or property. CITY’s Project Manager is Chantal Cotton Gaines, Deputy City Manager, City Manager’s Office, 250 Hamilton Ave Palo Alto, CA, zip code: 94301, Telephone: (650)329-2572. CITY’s Project Manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. CITY may designate an alternate Project Manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications, computations, models, recordings, data, documents, and other materials and copyright interests developed under this Agreement, in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work product pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall make any of such work product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the Scope of Services. SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized representatives to audit, at any reasonable time during the term of this Agreement and for four (4) years from the date of final payment, CONSULTANT’s records pertaining to matters covered by this Agreement, including without limitation records demonstrating compliance with the requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain and retain accurate books and records in accordance with generally accepted accounting principles for at least four (4) years after the expiration or earlier termination of this Agreement or the completion of any audit hereunder, whichever is later. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 5  Packet Pg. 318 of 436  Professional Services Rev. Oct 16,2024 Page 5 of 22 expenses of whatever nature including attorney’s fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of, or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its officers, employees, agents or contractors under this Agreement. 16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 29.4 of this Agreement. No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance. Any waiver granted shall apply solely to the specific instance expressly stated. No single or partial exercise of any right or remedy will preclude any other or further exercise of any right or remedy. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term of this Agreement. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 6  Packet Pg. 319 of 436  Professional Services Rev. Oct 16,2024 Page 6 of 22 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination. 19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such work product is the property of CITY, as detailed in Section 14 (Ownership of Materials). 19.3. In event of suspension or termination, CONSULTANT will be paid for the Services rendered and work products delivered to CITY in accordance with the Scope of Services up to the effective date in the notice of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services provided in material conformity with this Agreement as such determination is made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25, 27, 28, 29 and 30. 19.4. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made in accordance with Section 17 (Waivers). SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 7  Packet Pg. 320 of 436  Professional Services Rev. Oct 16,2024 Page 7 of 22 With a copy to the Purchasing Manager To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement. CONSULTANT shall provide written notice to CITY of any change of address. SECTION 21. CONFLICT OF INTEREST. 21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subcontractors or other persons or parties having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any conflict arises. 21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by the Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act of 1974, as amended from time to time. SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA. 22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person’s race, skin color, gender, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. 22.2. CONSULTANT understands and agrees that pursuant to the Americans Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 8  Packet Pg. 321 of 436  Professional Services Rev. Oct 16,2024 Page 8 of 22 SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, CONSULTANT shall comply with the following Zero Waste requirements: (a) All printed materials provided by CONSULTANT to CITY generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable-based inks. (b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office. (c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE. CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, CONSULTANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code Section 4.62.060. SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS. 26.1. This Project is not subject to prevailing wages and related requirements. CONSULTANT is not required to pay prevailing wages and meet related requirements under the California Labor Code and California Code of Regulations in the performance and implementation of the Project if the contract: (1) is not a public works contract; Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 9  Packet Pg. 322 of 436  Professional Services Rev. Oct 16,2024 Page 9 of 22 (2) is for a public works construction project of $25,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or (3) is for a public works alteration, demolition, repair, or maintenance project of $15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j). SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes of this Section 27, a “9204 Public Works Project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”. This Project is not a 9204 Public Works Project. SECTION 28. CONFIDENTIAL INFORMATION. 28.1. In the performance of this Agreement, CONSULTANT may have access to CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need to know in order to perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality and security obligations of this Agreement. 28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or intangible, provided or otherwise made available to CONSULTANT by CITY, directly or indirectly, pursuant to this Agreement. Confidential Information excludes information that CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of CONSULTANT without any use of or access to the Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY. 28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to the extent required by order of a court of competent jurisdiction or governmental body, provided that CONSULTANT will notify CITY in writing of such order immediately upon receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 10  Packet Pg. 323 of 436  Professional Services Rev. Oct 16,2024 Page 10 of 22 so), to give CITY an opportunity to oppose or otherwise respond to such order. 28.4. CONSULTANT will notify City promptly upon learning of any breach in the security of its systems or unauthorized disclosure of, or access to, Confidential Information in its possession or control, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq., as applicable, as amended from time to time. 28.5. Prior to or upon termination or expiration of this Agreement, CONSULTANT will honor any request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and nothing contained in this Agreement grants or confers any rights to such Confidential Information on CONSULTANT. 28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions. SECTION 29. MISCELLANEOUS PROVISIONS. 29.1. This Agreement will be governed by California law, without regard to its conflict of law provisions. 29.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 29.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 29.4. This Agreement, including all exhibits, constitutes the entire and integrated agreement between the parties with respect to the subject matter of this Agreement, and supersedes all prior agreements, negotiations, representations, statements and undertakings, either oral or written. This Agreement may be amended only by a written instrument, which is signed by the authorized representatives of the parties and approved as required under Palo Alto Municipal Code, as amended from time to time. 29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect. 29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 11  Packet Pg. 324 of 436  Professional Services Rev. Oct 16,2024 Page 11 of 22 29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement. 29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement. 29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement. SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein: EXHIBIT A: SCOPE OF SERVICES EXHIBIT B: SCHEDULE OF PERFORMANCE EXHIBIT C: COMPENSATION EXHIBIT C-1: SCHEDULE OF RATES EXHIBIT D: INSURANCE REQUIREMENTS THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 12  Packet Pg. 325 of 436  Professional Services Rev. Oct 16,2024 Page 12 of 22 CONTRACT No. C26195844 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement as of the date first above written. CITY OF PALO ALTO ____________________________ City Manager APPROVED AS TO FORM: __________________________ City Attorney or designee CONSULTANT THE JED FOUNDATION Officer 1 By: ________________________________ Name: ______________________________ Title: _______________________________ Officer 2 By: ________________________________ Name: ______________________________ Title: _______________________________ Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 John MacPhee CEO, The Jed Foundation Lisa Risi CFAO, The Jed Foundation Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 13  Packet Pg. 326 of 436  Professional Services Rev. Oct 16,2024 Page 13 of 22 EXHIBIT A SCOPE OF SERVICES CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”. Notwithstanding any provision herein to the contrary, CONSULTANT’s duties and services described in this Scope of Services shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Scope of Services. The JED Foundation (CONSULTANT) will provide strategic planning, technical assistance (TA), prevention and postvention consultation to the City of Palo Alto. CONSULTANT will provide the services described in this scope of work in a 18-24 month time period for a Not to Exceed amount of $149,000 which includes $140,000 for services and $9,000 as a not to exceed for eligible reimbursable travel expenses. This contract can be amended in the future to add additional scope of a Phase 2 upon mutual agreement of the parties and identified funding. CONSULTANT will provide the following services in partnership with the CITY’s Project Manager. Task 1: Provide Postvention Support CONSULTANT will provide the following deliverables for postvention services: 1. Meetings, Interviews, Focus Groups: CONSULTANT will directly facilitate and coordinate among local providers opportunities for postvention grief processing and community healing in the wake of recent losses and historic suicide cluster events. Consultant will engage Project Safety Net (PSN) for historical knowledge, insight and experience. 2. Gap Analysis Write Up and Postvention Guide: CONSULTANT will conduct a gap analysis of the current systems of postvention support, followed by the creation of a co- designed and customized postvention guide to improve responses to loss by suicide (and other unexpected loss) and reduce the likelihood that other individuals will die by suicide following a loss. CITY will review a draft of the report and guide and provide comments before the report and guide are finalized. 3. Messaging Write Ups: CONSULTANT will assist with community-wide safe messaging (including news shared in local newspapers, community groups and memorials in the community) to reduce the likelihood that other individuals will die by suicide following a loss. Task 2: Strengthen Prevention Efforts CONSULTANT will provide the following deliverables for prevention services: 1. Data Analysis: CONSULTANT will provide data analysis with at least the following Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 14  Packet Pg. 327 of 436  Professional Services Rev. Oct 16,2024 Page 14 of 22 data: a. Regional: local data will be compiled to identify the leading methods of suicide in the region and potential “hotspots” in an effort to create multipronged approaches to reducing access to lethal means. b. Local Schools Data: In partnership with the CITY, CONSULTANT will request data from the Palo Alto Unified School District (PAUSD) that relates to mental health support of the student population; CONSULTANT will leverage that data to inform citywide prevention efforts for Palo Alto youth (particularly the K-12 population). 2. Communication: a. CONSULTANT, in partnership with the CITY, will share this scope of work and progress updates to PAUSD and will highlight if the update information is suggested to be broadly shared with PAUSD families. 3. Gap Analysis Write Up on Prevention: CONSULTANT will conduct a gap analysis of the current programs and services for youth mental health support in Palo Alto, particularly including identifying those programs and services offered by or financially supported by the City. The gap analysis will evaluate services offered by age, accessibility of services, supports for specific demographic groups, availability of types of mental health support services, etc. CONSULTANT and CITY will agree on what is included in the study and CONSULTANT will produce a report with findings. CONSULTANT will make recommendations on evidence-based programs and interventions for suicide prevention in communities. The CITY will review a draft of the report and provide comments before the report is finalized. 4. Advising on Reduction of Lethal Means: CONSULTANT will provide concrete guidance to reduce access to lethal means, including but not limited to: AI assisted surveillance along the rails, temporary suicide barriers and deterrents (e.g. nylon netting at common entry points), hopeful signage with specific low and no cost help-seeking options visible, messaging campaigns about the benefits of mental health care, and regular environmental scans. This information will be shared with the CITY through written report and meetings 5. Safety education for local agencies: CONSULTANT will conduct 2 four-hour trainings as customized, citywide lethal means safety education. CONSULTANT will help train more local providers in the use and implementation of research-based individual approaches to reducing access to lethal means (e.g., Counseling on Access to Lethal Means). 6. Policy Development: CONSULTANT will assist in policy review and/or development, based on the results of the gap analysis, to create clear systems of response and intervention to assist in a mental health crisis. This can include reviewing and updating existing policies and/or developing new policies. Task 3: Facilitate Youth Engagement CONSULTANT understands that voice, agency, and purpose are essential to healthy development and wellness. JED will work with youth leaders, community organizations, and other stakeholders to ensure that Palo Alto’s young people are central to this work. CONSULTANT recommends the following elements to amplify youth voice and to increase youth engagement: 1. JED will seek to better understand the needs of Palo Alto’s teens and young adults by recruiting a diverse sample of participants (approximately 30 - 50) to take part in a series Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 15  Packet Pg. 328 of 436  Professional Services Rev. Oct 16,2024 Page 15 of 22 of small (6-8), structured focus groups regarding the Palo Alto mental health ecosystem (access, awareness, acceptability). The methodology will include an IRB review, a hybrid model (in-person, anonymous remote), an interview schedule of key questions and follow-up probes, and a fully informed consent process. 2. Survey Administration and Analysis: CONSULTANT will administer its well-developed JED High School Survey where possible for Palo Alto youth in public and private schools. If the survey is used at PAUSD, it is subject to concurrence by PAUSD to ensure it is not duplicative of other PAUSD survey tools. The survey tool is intended to get a clearer picture of the mental health needs and help-seeking preferences among Palo Alto teens. The CITY and CONSULTANT will request support from local private schools and PAUSD (as appropriate given note above) to help share the survey to Palo Alto youth. 3. CONSULTANT will work with the CITY to explore the creation of a Peer Task Force to ensure that young people are meaningfully represented. 4. CONSULTANT will help to generate a roadmap of potential future activities and goals of the Youth Task Force, as well as guidance on overall convening structure and the prioritization of initial Task Force activities and agendas. Task 4: Advise on the City of Palo Alto’s Citywide Campaign/Communications: CONSULTANT can provide up to 40 hours of expert guidance on campaign concepts and materials to help ensure their effectiveness and impact. This could include reviewing and sharing expert feedback on creative briefs and materials, and/or informing potential impact goals and measures. Further details: 1. CONSULTANT will evaluate the City’s existing communication tools for sharing resources about youth mental health and share best practices or share additional tools the City could consider using. This can be a smaller write up. 2. CONSULTANT will potentially survey about youth access of CITY-provided services, if needed beyond the gap analysis and communication tools evaluation listed above. 3. CONSULTANT will curate a set of existing, evidence-based resources tailored to the goals and objectives of the campaign for licensed use, e.g. on the citywide campaign landing page. These resources might include digital tools, storytelling content, or social- first assets designed to provide trustworthy information about mental health, including recognizing signs of distress; supporting open conversation, connection, and help-seeking behaviors; and offering specialized information for a wide range of feelings, situations, and identities. Examples include: Mental Health Resource Center content, videos featuring expert advice and voices of lived experience like Caleb Williams, research reports, and social media assets. 4. Advise on rebuilding of CITY mental health resources webpage to ensure user friendliness for ease of accessing resources. Task 5: Trainings to Build Knowledge and Skills CONSULTANT will provide six (6) standard workshops/trainings with three (3) in person and (3) virtually. The standard workshops and training can be tailored to address the needs of specific groups. The workshop/training final topics will be settled upon by the CITY and CONSULTANT based on specific needs of the Palo Alto community, but some example workshop/training topics include: ● JED’s “You Can Help” training equips participants to understand youth mental health, recognize signs of distress, learn how to respond, and know when and how to connect Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 16  Packet Pg. 329 of 436  Professional Services Rev. Oct 16,2024 Page 16 of 22 young people to professional resources. JED has developed specialized versions of this training for youth, educator, and parent audiences. ● “Creating an Inclusive Community of Care” covers the connection between belonging and mental well-being, identifies the core elements of a culture of care, and offers proven strategies to combat stigma among historically marginalized groups. It’s recommended for leaders and staff members of organizations that work with young people. ● “It’s Okay to Say Suicide” Being able to talk openly about suicide opens the door for people to get help. We are here to not only tell you it’s OK to say suicide, we’re here to show you how. The target audiences for the Palo Alto-specific workshops/trainings will be determined by the City of Palo Alto based on community need. Examples include community groups, schools, school districts, etc. Travel for Contract: Based on the scope of work, travel is required for the CONSULTANT. With the expectation that CONSULTANT will deliver services within Palo Alto, the reimbursable travel not to exceed cost is $9,000. Option to Amend Contract to Add Additional Scope: Upon interest, funding, and agreement of both parties, this contract can be amended to add additional scope related to co-creating and supporting a youth mental health summit and to build capacity for sustainable engagement, prevention, and postvention. Further scope would be developed for this additional work upon interest, funding, and agreement of both parties. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 17  Packet Pg. 330 of 436  Professional Services Rev. Oct 16,2024 Page 17 of 22 EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the Project Managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed (“NTP”) from the CITY. Milestones Number of Days/Weeks (as specified below) 1. Provide Postvention Support One Year from signing of contract 2. Strengthen Prevention Efforts One Year from signing of contract 3. Facilitate Youth Engagement Within 18 months from signing of contract 4. Advise on the City of Palo Alto’s Citywide Campaign/communication Within 18 months from signing of contract 5. Training to Build Knowledge and Skills One Year from signing of contract Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 18  Packet Pg. 331 of 436  Professional Services Rev. Oct 16,2024 Page 18 of 22 EXHIBIT C COMPENSATION CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the rate schedule attached as Exhibit C-1 up to the not to exceed budget amount for each task set forth below. CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below, provided that the total compensation for the Services, including any specified reimbursable expenses, and the total compensation for Additional Services (if any, per Section 4 of the Agreement) do not exceed the amounts set forth in Section 4 of this Agreement. CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY. BUDGET SCHEDULE TASK NOT TO EXCEED AMOUNT (Advise on the City of Palo Alto’s Citywide 140,000 9,000 Total for Services and Reimbursable Expenses $149,000 Maximum Total Compensation $149,000 REIMBURSABLE EXPENSES CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 19  Packet Pg. 332 of 436  Professional Services Rev. Oct 16,2024 Page 19 of 22 Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are: Travel: Flights, hotel stays, taxi/rideshare, meals but does not include alcoholic beverages up to the not-to-exceed amount of: $9,000. A. Travel outside the San Francisco Bay Area, including transportation and meals, if specified as reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses. B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges, if specified as reimbursable, will be reimbursed at actual cost. All requests for reimbursement of expenses, if any are specified as reimbursable under this section, shall be accompanied by appropriate backup documentation and information. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 20  Packet Pg. 333 of 436  Professional Services Rev. Oct 16,2024 Page 20 of 22 EXHIBIT C-1 SCHEDULE OF RATES CONSULTANT’s schedule of rates is as follows: TASK MONTHLY CHARGE (Advise on the City of Palo Alto’s Citywide Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 21  Packet Pg. 334 of 436  Professional Services Rev. Oct 16,2024 Page 21 of 22 EXHIBIT D INSURANCE REQUIREMENTS CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN. REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO INDEMNIFY CITY. II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING EMAIL: PurchasingSupport@PaloAlto.Gov III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS: A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 22  Packet Pg. 335 of 436  Professional Services Rev. Oct 16,2024 Page 22 of 22 B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL: Purchasingsupport@PaloAlto.Gov Docusign Envelope ID: CD3BCD12-1864-4D03-9AD3-0CB568467716 Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 23  Packet Pg. 336 of 436  Certificate Of Completion Envelope Id: CD3BCD12-1864-4D03-9AD3-0CB568467716 Status: Completed Subject: Complete with Docusign: Final C26195844 Jed Foundation.pdf Source Envelope: Document Pages: 22 Signatures: 2 Envelope Originator: Certificate Pages: 2 Initials: 0 Alice Harrison AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 alice.harrison@paloalto.gov IP Address: 170.85.54.83 Record Tracking Status: Original 9/24/2025 1:49:28 PM Holder: Alice Harrison alice.harrison@paloalto.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Palo Alto Location: Docusign Signer Events Signature Timestamp John MacPhee John@jedfoundation.org CEO, The Jed Foundation The Jed Foundation Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 2603:7000:3401:1044:10d:2a3f:def:a76f Sent: 9/25/2025 7:49:03 AM Viewed: 9/25/2025 8:12:21 AM Signed: 9/25/2025 8:12:36 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Lisa Risi lisa.risi@jedfoundation.org CFAO, The Jed Foundation Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 2600:4041:53c7:6d00:a55c:1a7b:a251:2e7b Sent: 9/25/2025 8:12:38 AM Resent: 9/25/2025 12:00:05 PM Viewed: 9/25/2025 12:04:15 PM Signed: 9/25/2025 12:04:41 PM Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Ingrid Velasquez ingrid.velasquez@paloalto.gov Administrative Assistant City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 9/25/2025 12:04:42 PM Viewed: 9/25/2025 12:10:51 PM Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 24  Packet Pg. 337 of 436  Carbon Copy Events Status Timestamp Electronic Record and Signature Disclosure: Not Offered via Docusign Chantal Gaines chantal.gaines@paloalto.gov Assistant to City Manager City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 9/25/2025 12:04:43 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Kojo Pierce kojo.pierce@paloalto.gov Security Level: Email, Account Authentication (None) Sent: 9/25/2025 12:04:43 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/25/2025 7:49:03 AM Certified Delivered Security Checked 9/25/2025 12:04:15 PM Signing Complete Security Checked 9/25/2025 12:04:41 PM Completed Security Checked 9/25/2025 12:04:43 PM Payment Events Status Timestamps Item 12 Supplemental Attachment A - Professional Services Contract No. C26195844 with the JED Foundation        Item 12: Staff Report Pg. 25  Packet Pg. 338 of 436  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: IT Department Meeting Date: September 29, 2025 Report #:2509-5240 TITLE Approve Purchase Order C26195416 with Carahsoft, Utilizing a General Services Administration Blanket Purchase Agreement, to Procure SAP S/4 HANA Suite of Products and Corresponding Software and Hosting Services for a 5-Year Term for a Not-To-Exceed Amount of $6,640,429; and Approve a Budget Amendment in the Technology Fund as Recommended by Finance Committee; CEQA Status - Not a Project RECOMMENDATION Finance Committee and staff recommend that the City Council: a. Approve and authorize the City Manager or their designee to execute PO C26195416 with Carahsoft, utilizing a General Services Agreement (GSA) Blanket Purchase Agreement Contract Number 47QSWA18D008F, to procure SAP S/4HANA suite of products and corresponding software and hosting services for a 5-year term (December 31, 2025 to December 31, 2030), with a total not-to-exceed amount of $6,640,429 (Attachment A). b. Amend the Fiscal Year 2026 Budget Appropriation for the Technology Fund by [requires a two-thirds approval by the Council]: a. Increasing the expenditure appropriation for the Enterprise Resource Planning Upgrade 2026 Project (TE-19000) in the Information Technology Department by $1,660,000 b. Decreasing the Technology Reserve by $1,660,000 EXECUTIVE SUMMARY Approval of this contract and subsequent consulting services will result in the upgrade of the City’s Enterprise Resource Planning (ERP) system, currently SAP, to the most current version. Support for the version of the SAP ERP platform the City operates on will end on January 1, 2028 requiring the City to either upgrade or replace the system. Alternatively, the City could assume increased risk using an unsupported platform, this is not recommended. In total, the upgrade is estimated to cost $13.3 million over five years, net of incentives estimated to save Item AA1 Item AA1 Staff Report        Item AA1: Staff Report Pg. 1  Packet Pg. 339 of 436  the City $3.4 million if contract is signed by the end of September 2025. Once transitioned, this new licensing contract will increase ongoing annual costs, approximately $660,000 above the current $1 million baseline (this is expected in years three through five). BACKGROUND 1 1 Informational ERP System Status Report Item AA1 Item AA1 Staff Report        Item AA1: Staff Report Pg. 2  Packet Pg. 340 of 436  Contract Number 47QSWA18D008F1.3 A cooperative purchasing agreement allows multiple entities to purchase goods and services at negotiated rates and are created by combining the buying needs of multiple entities to achieve a more economical purchase. Professional expertise is required to successfully implement S/4 HANA and related software solutions. To support this migration the City is looking to enter into an agreement with an SAP authorized professional services provider that will provide technical support for this upgrade, the contract is estimated to be four to five million in one-time costs. Once the business requirements are finalized, staff will return to Council with the contract and necessary budget actions to appropriate funds from the Technology Reserve for this project. ANALYSIS The Finance Committee heard staff’s recommendation at its meeting on September 16, 20254 and unanimously recommended City Council approval. The Committee commented on the importance of being on a fully support version and innovations using features such as AI to improve process efficiencies. Department users of the system including human resources and administrative services acknowledged recent improvements and the desire for more improvements and efficiencies to be achieved in the new version. The Committee agreed with taking advantage of the sizeable incentive that would be received by issuing a PO before the end of September. SAP has offered the City a Transformation Incentive for its cloud services — a cloud credit valued at $1,583,053 as well as no annual cost increase over the term — available through SAP’s partner, Carahsoft. In total, this incentive is estimated to save the City $3.4 million if contract is signed by the end of September 2025. Carahsoft is a technology solutions provider that services the public sector. The agreement includes language allowing the city to cancel for convenience prior to the start date if needed. Savings of $3.4 million cost avoidance is expected if this PO is signed before the end of September 2025 from the following components: 1) Price protection estimate of $1.5 million. No annual contract cost of living adjustment for five years, maintenance will remain flat at $1.66 million annually. 2) Business incentive of $1.7 million. Incentive of one year ”free” of licensing costs from SAP 3 GSA Contract: 47QSWA18D008F https://www.gsaadvantage.gov/ref_text/47QSWA18D008F/100V5C.3VR800_47QSWA18D008F_47QSWA18D008F- 11-24-2024-565316.PDF 4 FInance Committee, September 16, 2025, Item #3, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=64844&dbid=0&repo=PaloAlto Item AA1 Item AA1 Staff Report Item AA1: Staff Report Pg. 3 Packet Pg. 341 of 436  3) System maintenance of $318,000. Elimination of dual system maintenance costs if the upgraded system is live before 2027. Table #1: Cost Summary (December 2025 – December 2030) Year Annual Cost Year 1 (2025–2026)$1,659,489 Year 2 (2026–2027)$1,660,107 Year 3 (2027–2028)$1,660,107 Year 4 (2028–2029)$1,660,107 Year 5 (2029–2030)$1,660,107 Cloud Credit ($1,583,053) Total (5 Years)$6,640,429 FISCAL/RESOURCE IMPACT The ERP system upgrade is expected to cost the City a total of $13.3 million over the first 5 years, including implementation and transition costs as well as the recommended software and hosting services costs. The recommended agreement will add approximately $660,000 in additional SAP licensing costs on top of the current $1 million baseline in years three through five, upon full implementation. During the initial year, the City must maintain its existing SAP licensing, hosting, and maintenance agreements; total costs in the first year will be higher than in subsequent years. In addition, staff anticipates returning to Council with a separate contract for one-time implementation and migration services associated with S/4 HANA, which will also be funded primarily from the Technology Reserve. Once fully implemented, the legacy licenses, hosting, and maintenance agreements will be retired and no longer required. Funding for the first and second year, including this purchase order, is available in the Technology Fund, specifically the Technology Reserve. This Reserve is intended to cover system upgrades costs such as these. The FY 2026 forecasted ending balance for the Technology Reserve is $18 million. If this budget amendment is approved, the reserve balance is anticipated to be $16.4 million at year-end. For years 3–5, the costs will be allocated to City departments through the Internal Service Fund process and appropriated annually, subject to Council approval as part of the annual budget process. The Information Technology (IT) Department is funded by an Internal Service Fund (ISF) that allocates costs across the City to provide technology-related services to other departments and funds. Approximately 49% of services are provided to the General Fund, with the remaining 51% supporting Enterprise, special revenue, and other internal service funds. STAKEHOLDER ENGAGEMENT The services were coordinated with internal stakeholders and the service provider. Item AA1 Item AA1 Staff Report        Item AA1: Staff Report Pg. 4  Packet Pg. 342 of 436  ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item AA1 Item AA1 Staff Report        Item AA1: Staff Report Pg. 5  Packet Pg. 343 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM TO:Jitendra Kulkarni IT Enterprise Systems Manager City Of Palo Alto 250 Hamilton Ave 2nd Floor Palo Alto, CA 94301 USA EMAIL:jitendra.kulkarni@cityofpaloalto.org PHONE: (925) 216-6256 FROM:Jonathan Gutierrez Carahsoft Technology Corp. 11493 Sunset Hills Road Suite 100 Reston, Virginia 20190 EMAIL:Jonathan.Gutierrez@carahsoft.com PHONE: (571) 662-3375 FAX: (703) 871-8505 TERMS:GSA Schedule No: 47QSWA18D008F Term: August 22, 2018 - August 21, 2028 FTIN: 52-2189693 Shipping Point: FOB Destination Credit Cards: VISA/MasterCard/AMEX Remit To: Same as Above Payment Terms: Net 30 (On Approved Credit) Cage Code: 1P3C5 DUNS No: 088365767 UEI: DT8KJHZXVJH5 Business Size: Other than Small Sales Tax May Apply QUOTE NO:57709533 QUOTE DATE:07/17/2025 QUOTE EXPIRES:09/30/2025 RFQ NO: SHIPPING:ESD TOTAL PRICE:$1,659,489.13 TOTAL QUOTE:$1,659,489.13 LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE BASE YEAR 1 8008678a-611 SAP S/4HANA Cloud, Digital Access, private edition (1- 1000 Tier; Block Of 1000 Document; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008678a Start Date: 12/31/2025 End Date: 12/30/2026 $52.63 GSA 50 $2,631.50 2 8011726-1-Infinite-611 SAP Cloud, memory extension for productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011726-1-Infinite Start Date: 12/31/2025 End Date: 12/30/2026 $26,315.79 GSA 1 $26,315.79 3 8011727-1-Infinite-611 SAP Cloud, memory extension for non-productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011727-1-Infinite Start Date: 12/31/2025 End Date: 12/30/2026 $15,789.47 GSA 1 $15,789.47 4 8008794-611 SAP Additional File Storage, private cloud edition (1- Infinite Tier; Block Of 128 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008794 Start Date: 12/31/2025 End Date: 12/30/2026 $1,052.63 GSA 12 $12,631.56 5 8008910a-611 SAP Core Human Capital Management Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008910a Start Date: 12/31/2025 End Date: 12/30/2026 $22.97 GSA 1,100 $25,267.00 6 8008911a-611 SAP Time Tracking Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008911a Start Date: 12/31/2025 End Date: 12/30/2026 $19.15 GSA 1,100 $21,065.00 CONFIDENTIAL PAGE 1 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 6  Packet Pg. 344 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 7 8008783a-611 SAP Payroll Processing, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008783a Start Date: 12/31/2025 End Date: 12/30/2026 $36.37 GSA 1,100 $40,007.00 8 8011504-1-2000-611 SAP U.S. Payroll Tax Calculation by BSI, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8011504-1-2000 Start Date: 12/31/2025 End Date: 12/30/2026 $13.59 GSA 1,100 $14,949.00 9 8018116-1-100-611 SAP S/4HANA Cloud Private Edition, utilities (1-100 Tier; Block Of 1000 Point of Delivery; Minimum of 25 Blocks; Per Year) SAP Industries, Inc. - 8018116-1-100 Start Date: 12/31/2025 End Date: 12/30/2026 $372.05 GSA 100 $37,205.00 10 8008690-611 SAP S/4HANA Cloud, additional non-productive tier, private edition (S) (1-Infinite Tier; Block Of 1 Tenant; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008690 Start Date: 12/31/2025 End Date: 12/30/2026 $110,526.32 GSA 1 $110,526.32 11 8011084-611 SAP long-term backup, monthly cloud backup with 1-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011084 Start Date: 12/31/2025 End Date: 12/30/2026 $3,789.47 GSA 2 $7,578.94 12 8011088-611 SAP long-term backup, yearly backup with 4-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011088 Start Date: 12/31/2025 End Date: 12/30/2026 $1,368.42 GSA 2 $2,736.84 13 8019271-1-infinite-611 SAP Business Data Cloud, core capacity (1-Infinite Tier; Block Of 1 Capacity Unit; Minimum of 640 Block; Per Year) SAP Industries, Inc. - 8019271-1-infinite Start Date: 01/01/2026 End Date: 12/31/2026 $9.9311 GSA 31,762 $315,431.60 14 8019709-1-Infinite-611 Customer-Managed Data Products (1-Infinite Tier; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8019709-1-Infinite Start Date: 01/01/2026 End Date: 12/31/2026 $15,771.45 GSA 1 $15,771.45 15 8019361-271-410-611 SAP Cloud ERP Private (271-410 Tier; Block Of 1 Full Use Equivalent; Minimum of 60 Block; Per Year) SAP Industries, Inc. - 8019361-271-410 Start Date: 12/31/2025 End Date: 12/30/2026 $2,650.22 GSA 313 $829,518.86 16 8016532-1-Infinite-611 SAP AI Unit (1-Infinite Tier; Block of 100 Capacity Unit; Per Year) SAP Industries, Inc. - 8016532-1-Infinite Start Date: 12/31/2025 End Date: 12/30/2026 $586.47 GSA 140 $82,105.80 17 8010751-611 Cloud Platform Enterprise Agreement, reseller edition ($12121-Infinite Tier; Block of 1 Spend Volumes; Per Year) SAP Industries, Inc. - 8010751 Start Date: 12/31/2025 End Date: 12/30/2026 $1.05 GSA 20,000 $21,000.00 CONFIDENTIAL PAGE 2 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 7  Packet Pg. 345 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 18 8019676-1001-5000-611 WalkMe Premium for SAP S/4HANA Private Cloud Edition (1001-5000 Tier; Block Of 1 Active User; Minimum of 100 Block; Per Year) SAP Industries, Inc. - 8019676-1001-5000 Start Date: 12/31/2025 End Date: 12/30/2026 $71.78 GSA 1,100 $78,958.00 BASE YEAR SUBTOTAL:$1,659,489.13 SUBTOTAL:$1,659,489.13 TOTAL PRICE:$1,659,489.13 TOTAL QUOTE:$1,659,489.13 SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE YEAR 2 19 8008678a-611 SAP S/4HANA Cloud, Digital Access, private edition (1- 1000 Tier; Block Of 1000 Document; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008678a Start Date: 12/31/2026 End Date: 12/30/2027 $52.63 GSA 50 $2,631.50 20 8011726-1-Infinite-611 SAP Cloud, memory extension for productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011726-1-Infinite Start Date: 12/31/2026 End Date: 12/30/2027 $26,315.79 GSA 1 $26,315.79 21 8011727-1-Infinite-611 SAP Cloud, memory extension for non-productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011727-1-Infinite Start Date: 12/31/2026 End Date: 12/30/2027 $15,789.47 GSA 1 $15,789.47 22 8008794-611 SAP Additional File Storage, private cloud edition (1- Infinite Tier; Block Of 128 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008794 Start Date: 12/31/2026 End Date: 12/30/2027 $1,052.63 GSA 12 $12,631.56 23 8008910a-611 SAP Core Human Capital Management Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008910a Start Date: 12/31/2026 End Date: 12/30/2027 $22.97 GSA 1,100 $25,267.00 24 8008911a-611 SAP Time Tracking Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008911a Start Date: 12/31/2026 End Date: 12/30/2027 $19.15 GSA 1,100 $21,065.00 25 8008783a-611 SAP Payroll Processing, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008783a Start Date: 12/31/2026 End Date: 12/30/2027 $36.37 GSA 1,100 $40,007.00 CONFIDENTIAL PAGE 3 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 8  Packet Pg. 346 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 26 8011504-1-2000-611 SAP U.S. Payroll Tax Calculation by BSI, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8011504-1-2000 Start Date: 12/31/2026 End Date: 12/30/2027 $13.59 GSA 1,100 $14,949.00 27 8018116-1-100-611 SAP S/4HANA Cloud Private Edition, utilities (1-100 Tier; Block Of 1000 Point of Delivery; Minimum of 25 Blocks; Per Year) SAP Industries, Inc. - 8018116-1-100 Start Date: 12/31/2026 End Date: 12/30/2027 $372.05 GSA 100 $37,205.00 28 8008690-611 SAP S/4HANA Cloud, additional non-productive tier, private edition (S) (1-Infinite Tier; Block Of 1 Tenant; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008690 Start Date: 12/31/2026 End Date: 12/30/2027 $110,526.32 GSA 1 $110,526.32 29 8011084-611 SAP long-term backup, monthly cloud backup with 1-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011084 Start Date: 12/31/2026 End Date: 12/30/2027 $3,789.47 GSA 2 $7,578.94 30 8011088-611 SAP long-term backup, yearly backup with 4-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011088 Start Date: 12/31/2026 End Date: 12/30/2027 $1,368.42 GSA 2 $2,736.84 31 8019271-1-infinite-611 SAP Business Data Cloud, core capacity (1-Infinite Tier; Block Of 1 Capacity Unit; Minimum of 640 Block; Per Year) SAP Industries, Inc. - 8019271-1-infinite Start Date: 01/01/2027 End Date: 12/31/2027 $9.95 GSA 31,762 $316,031.90 32 8019709-1-Infinite-611 Customer-Managed Data Products (1-Infinite Tier; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8019709-1-Infinite Start Date: 01/01/2027 End Date: 12/31/2027 $15,789.47 GSA 1 $15,789.47 33 8019361-271-410-611 SAP Cloud ERP Private (271-410 Tier; Block Of 1 Full Use Equivalent; Minimum of 60 Block; Per Year) SAP Industries, Inc. - 8019361-271-410 Start Date: 12/31/2026 End Date: 12/30/2027 $2,650.22 GSA 313 $829,518.86 34 8016532-1-Infinite-611 SAP AI Unit (1-Infinite Tier; Block of 100 Capacity Unit; Per Year) SAP Industries, Inc. - 8016532-1-Infinite Start Date: 12/31/2026 End Date: 12/30/2027 $586.47 GSA 140 $82,105.80 35 8010751-611 Cloud Platform Enterprise Agreement, reseller edition ($12121-Infinite Tier; Block of 1 Spend Volumes; Per Year) SAP Industries, Inc. - 8010751 Start Date: 12/31/2026 End Date: 12/30/2027 $1.05 GSA 20,000 $21,000.00 CONFIDENTIAL PAGE 4 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 9  Packet Pg. 347 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 36 8019676-1001-5000-611 WalkMe Premium for SAP S/4HANA Private Cloud Edition (1001-5000 Tier; Block Of 1 Active User; Minimum of 100 Block; Per Year) SAP Industries, Inc. - 8019676-1001-5000 Start Date: 12/31/2026 End Date: 12/30/2027 $71.78 GSA 1,100 $78,958.00 YEAR 2 SUBTOTAL:$1,660,107.45 YEAR 3 37 8008678a-611 SAP S/4HANA Cloud, Digital Access, private edition (1- 1000 Tier; Block Of 1000 Document; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008678a Start Date: 12/31/2027 End Date: 12/30/2028 $52.63 GSA 50 $2,631.50 38 8011726-1-Infinite-611 SAP Cloud, memory extension for productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011726-1-Infinite Start Date: 12/31/2027 End Date: 12/30/2028 $26,315.79 GSA 1 $26,315.79 39 8011727-1-Infinite-611 SAP Cloud, memory extension for non-productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011727-1-Infinite Start Date: 12/31/2027 End Date: 12/30/2028 $15,789.47 GSA 1 $15,789.47 40 8008794-611 SAP Additional File Storage, private cloud edition (1- Infinite Tier; Block Of 128 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008794 Start Date: 12/31/2027 End Date: 12/30/2028 $1,052.63 GSA 12 $12,631.56 41 8008910a-611 SAP Core Human Capital Management Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008910a Start Date: 12/31/2027 End Date: 12/30/2028 $22.97 GSA 1,100 $25,267.00 42 8008911a-611 SAP Time Tracking Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008911a Start Date: 12/31/2027 End Date: 12/30/2028 $19.15 GSA 1,100 $21,065.00 43 8008783a-611 SAP Payroll Processing, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008783a Start Date: 12/31/2027 End Date: 12/30/2028 $36.37 GSA 1,100 $40,007.00 44 8011504-1-2000-611 SAP U.S. Payroll Tax Calculation by BSI, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8011504-1-2000 Start Date: 12/31/2027 End Date: 12/30/2028 $13.59 GSA 1,100 $14,949.00 CONFIDENTIAL PAGE 5 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 10  Packet Pg. 348 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 45 8018116-1-100-611 SAP S/4HANA Cloud Private Edition, utilities (1-100 Tier; Block Of 1000 Point of Delivery; Minimum of 25 Blocks; Per Year) SAP Industries, Inc. - 8018116-1-100 Start Date: 12/31/2027 End Date: 12/30/2028 $372.05 GSA 100 $37,205.00 46 8008690-611 SAP S/4HANA Cloud, additional non-productive tier, private edition (S) (1-Infinite Tier; Block Of 1 Tenant; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008690 Start Date: 12/31/2027 End Date: 12/30/2028 $110,526.32 GSA 1 $110,526.32 47 8011084-611 SAP long-term backup, monthly cloud backup with 1-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011084 Start Date: 12/31/2027 End Date: 12/30/2028 $3,789.47 GSA 2 $7,578.94 48 8011088-611 SAP long-term backup, yearly backup with 4-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011088 Start Date: 12/31/2027 End Date: 12/30/2028 $1,368.42 GSA 2 $2,736.84 49 8019271-1-infinite-611 SAP Business Data Cloud, core capacity (1-Infinite Tier; Block Of 1 Capacity Unit; Minimum of 640 Block; Per Year) SAP Industries, Inc. - 8019271-1-infinite Start Date: 01/01/2028 End Date: 12/31/2028 $9.95 GSA 31,762 $316,031.90 50 8019709-1-Infinite-611 Customer-Managed Data Products (1-Infinite Tier; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8019709-1-Infinite Start Date: 01/01/2028 End Date: 12/31/2028 $15,789.47 GSA 1 $15,789.47 51 8019361-271-410-611 SAP Cloud ERP Private (271-410 Tier; Block Of 1 Full Use Equivalent; Minimum of 60 Block; Per Year) SAP Industries, Inc. - 8019361-271-410 Start Date: 12/31/2027 End Date: 12/30/2028 $2,650.22 GSA 313 $829,518.86 52 8016532-1-Infinite-611 SAP AI Unit (1-Infinite Tier; Block of 100 Capacity Unit; Per Year) SAP Industries, Inc. - 8016532-1-Infinite Start Date: 12/31/2027 End Date: 12/30/2028 $586.47 GSA 140 $82,105.80 53 8010751-611 Cloud Platform Enterprise Agreement, reseller edition ($12121-Infinite Tier; Block of 1 Spend Volumes; Per Year) SAP Industries, Inc. - 8010751 Start Date: 12/31/2027 End Date: 12/30/2028 $1.05 GSA 20,000 $21,000.00 54 8019676-1001-5000-611 WalkMe Premium for SAP S/4HANA Private Cloud Edition (1001-5000 Tier; Block Of 1 Active User; Minimum of 100 Block; Per Year) SAP Industries, Inc. - 8019676-1001-5000 Start Date: 12/31/2027 End Date: 12/30/2028 $71.78 GSA 1,100 $78,958.00 YEAR 3 SUBTOTAL:$1,660,107.45 CONFIDENTIAL PAGE 6 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 11  Packet Pg. 349 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE YEAR 4 55 8008678a-611 SAP S/4HANA Cloud, Digital Access, private edition (1- 1000 Tier; Block Of 1000 Document; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008678a Start Date: 12/31/2028 End Date: 12/30/2029 $52.63 GSA 50 $2,631.50 56 8011726-1-Infinite-611 SAP Cloud, memory extension for productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011726-1-Infinite Start Date: 12/31/2028 End Date: 12/30/2029 $26,315.79 GSA 1 $26,315.79 57 8011727-1-Infinite-611 SAP Cloud, memory extension for non-productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011727-1-Infinite Start Date: 12/31/2028 End Date: 12/30/2029 $15,789.47 GSA 1 $15,789.47 58 8008794-611 SAP Additional File Storage, private cloud edition (1- Infinite Tier; Block Of 128 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008794 Start Date: 12/31/2028 End Date: 12/30/2029 $1,052.63 GSA 12 $12,631.56 59 8008910a-611 SAP Core Human Capital Management Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008910a Start Date: 12/31/2028 End Date: 12/30/2029 $22.97 GSA 1,100 $25,267.00 60 8008911a-611 SAP Time Tracking Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008911a Start Date: 12/31/2028 End Date: 12/30/2029 $19.15 GSA 1,100 $21,065.00 61 8008783a-611 SAP Payroll Processing, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008783a Start Date: 12/31/2028 End Date: 12/30/2029 $36.37 GSA 1,100 $40,007.00 62 8011504-1-2000-611 SAP U.S. Payroll Tax Calculation by BSI, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8011504-1-2000 Start Date: 12/31/2028 End Date: 12/30/2029 $13.59 GSA 1,100 $14,949.00 63 8018116-1-100-611 SAP S/4HANA Cloud Private Edition, utilities (1-100 Tier; Block Of 1000 Point of Delivery; Minimum of 25 Blocks; Per Year) SAP Industries, Inc. - 8018116-1-100 Start Date: 12/31/2028 End Date: 12/30/2029 $372.05 GSA 100 $37,205.00 64 8008690-611 SAP S/4HANA Cloud, additional non-productive tier, private edition (S) (1-Infinite Tier; Block Of 1 Tenant; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008690 Start Date: 12/31/2028 End Date: 12/30/2029 $110,526.32 GSA 1 $110,526.32 CONFIDENTIAL PAGE 7 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 12  Packet Pg. 350 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 65 8011084-611 SAP long-term backup, monthly cloud backup with 1-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011084 Start Date: 12/31/2028 End Date: 12/30/2029 $3,789.47 GSA 2 $7,578.94 66 8011088-611 SAP long-term backup, yearly backup with 4-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011088 Start Date: 12/31/2028 End Date: 12/30/2029 $1,368.42 GSA 2 $2,736.84 67 8019271-1-infinite-611 SAP Business Data Cloud, core capacity (1-Infinite Tier; Block Of 1 Capacity Unit; Minimum of 640 Block; Per Year) SAP Industries, Inc. - 8019271-1-infinite Start Date: 01/01/2029 End Date: 12/31/2029 $9.95 GSA 31,762 $316,031.90 68 8019709-1-Infinite-611 Customer-Managed Data Products (1-Infinite Tier; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8019709-1-Infinite Start Date: 01/01/2029 End Date: 12/31/2029 $15,789.47 GSA 1 $15,789.47 69 8019361-271-410-611 SAP Cloud ERP Private (271-410 Tier; Block Of 1 Full Use Equivalent; Minimum of 60 Block; Per Year) SAP Industries, Inc. - 8019361-271-410 Start Date: 12/31/2028 End Date: 12/30/2029 $2,650.22 GSA 313 $829,518.86 70 8016532-1-Infinite-611 SAP AI Unit (1-Infinite Tier; Block of 100 Capacity Unit; Per Year) SAP Industries, Inc. - 8016532-1-Infinite Start Date: 12/31/2028 End Date: 12/30/2029 $586.47 GSA 140 $82,105.80 71 8010751-611 Cloud Platform Enterprise Agreement, reseller edition ($12121-Infinite Tier; Block of 1 Spend Volumes; Per Year) SAP Industries, Inc. - 8010751 Start Date: 12/31/2028 End Date: 12/30/2029 $1.05 GSA 20,000 $21,000.00 72 8019676-1001-5000-611 WalkMe Premium for SAP S/4HANA Private Cloud Edition (1001-5000 Tier; Block Of 1 Active User; Minimum of 100 Block; Per Year) SAP Industries, Inc. - 8019676-1001-5000 Start Date: 12/31/2028 End Date: 12/30/2029 $71.78 GSA 1,100 $78,958.00 YEAR 4 SUBTOTAL:$1,660,107.45 YEAR 5 73 8008678a-611 SAP S/4HANA Cloud, Digital Access, private edition (1- 1000 Tier; Block Of 1000 Document; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008678a Start Date: 12/31/2029 End Date: 12/30/2030 $52.63 GSA 50 $2,631.50 74 8011726-1-Infinite-611 SAP Cloud, memory extension for productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011726-1-Infinite Start Date: 12/31/2029 End Date: 12/30/2030 $26,315.79 GSA 1 $26,315.79 CONFIDENTIAL PAGE 8 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 13  Packet Pg. 351 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 75 8011727-1-Infinite-611 SAP Cloud, memory extension for non-productive tiers, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011727-1-Infinite Start Date: 12/31/2029 End Date: 12/30/2030 $15,789.47 GSA 1 $15,789.47 76 8008794-611 SAP Additional File Storage, private cloud edition (1- Infinite Tier; Block Of 128 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008794 Start Date: 12/31/2029 End Date: 12/30/2030 $1,052.63 GSA 12 $12,631.56 77 8008910a-611 SAP Core Human Capital Management Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008910a Start Date: 12/31/2029 End Date: 12/30/2030 $22.97 GSA 1,100 $25,267.00 78 8008911a-611 SAP Time Tracking Cloud, private edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008911a Start Date: 12/31/2029 End Date: 12/30/2030 $19.15 GSA 1,100 $21,065.00 79 8008783a-611 SAP Payroll Processing, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8008783a Start Date: 12/31/2029 End Date: 12/30/2030 $36.37 GSA 1,100 $40,007.00 80 8011504-1-2000-611 SAP U.S. Payroll Tax Calculation by BSI, private cloud edition (1-2000 Tier; Block Of 1 User; Minimum of 500 Blocks; Per Year) SAP Industries, Inc. - 8011504-1-2000 Start Date: 12/31/2029 End Date: 12/30/2030 $13.59 GSA 1,100 $14,949.00 81 8018116-1-100-611 SAP S/4HANA Cloud Private Edition, utilities (1-100 Tier; Block Of 1000 Point of Delivery; Minimum of 25 Blocks; Per Year) SAP Industries, Inc. - 8018116-1-100 Start Date: 12/31/2029 End Date: 12/30/2030 $372.05 GSA 100 $37,205.00 82 8008690-611 SAP S/4HANA Cloud, additional non-productive tier, private edition (S) (1-Infinite Tier; Block Of 1 Tenant; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8008690 Start Date: 12/31/2029 End Date: 12/30/2030 $110,526.32 GSA 1 $110,526.32 83 8011084-611 SAP long-term backup, monthly cloud backup with 1-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011084 Start Date: 12/31/2029 End Date: 12/30/2030 $3,789.47 GSA 2 $7,578.94 84 8011088-611 SAP long-term backup, yearly backup with 4-year retention, private edition (1-Infinite Tier; Block Of 256 Gigabyte; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8011088 Start Date: 12/31/2029 End Date: 12/30/2030 $1,368.42 GSA 2 $2,736.84 CONFIDENTIAL PAGE 9 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 14  Packet Pg. 352 of 436  GOVERNMENT - PRICE QUOTATION SAP GOVERNMENT AT CARAHSOFT 11493 SUNSET HILLS ROAD | SUITE 100 | RESTON, VIRGINIA 20190 PHONE (703) 871-8500 | FAX (703) 871-8505 | TOLL FREE (888) 66CARAH WWW.CARAHSOFT.COM | SAP@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO.PART NO.DESCRIPTION -QUOTE PRICE QTY EXTENDED PRICE 85 8019271-1-infinite-611 SAP Business Data Cloud, core capacity (1-Infinite Tier; Block Of 1 Capacity Unit; Minimum of 640 Block; Per Year) SAP Industries, Inc. - 8019271-1-infinite Start Date: 01/01/2030 End Date: 12/31/2030 $9.95 GSA 31,762 $316,031.90 86 8019709-1-Infinite-611 Customer-Managed Data Products (1-Infinite Tier; Minimum of 1 Block; Per Year) SAP Industries, Inc. - 8019709-1-Infinite Start Date: 01/01/2030 End Date: 12/31/2030 $15,789.47 GSA 1 $15,789.47 87 8019361-271-410-611 SAP Cloud ERP Private (271-410 Tier; Block Of 1 Full Use Equivalent; Minimum of 60 Block; Per Year) SAP Industries, Inc. - 8019361-271-410 Start Date: 12/31/2029 End Date: 12/30/2030 $2,650.22 GSA 313 $829,518.86 88 8016532-1-Infinite-611 SAP AI Unit (1-Infinite Tier; Block of 100 Capacity Unit; Per Year) SAP Industries, Inc. - 8016532-1-Infinite Start Date: 12/31/2029 End Date: 12/30/2030 $586.47 GSA 140 $82,105.80 89 8010751-611 Cloud Platform Enterprise Agreement, reseller edition ($12121-Infinite Tier; Block of 1 Spend Volumes; Per Year) SAP Industries, Inc. - 8010751 Start Date: 12/31/2029 End Date: 12/30/2030 $1.05 GSA 20,000 $21,000.00 90 8019676-1001-5000-611 WalkMe Premium for SAP S/4HANA Private Cloud Edition (1001-5000 Tier; Block Of 1 Active User; Minimum of 100 Block; Per Year) SAP Industries, Inc. - 8019676-1001-5000 Start Date: 12/31/2029 End Date: 12/30/2030 $71.78 GSA 1,100 $78,958.00 YEAR 5 SUBTOTAL:$1,660,107.45 SUGGESTED OPTIONS SUBTOTAL:$6,640,429.80 Quote Notes: City of Palo Alto must reference Carahsoft Quote Number 57709533 and GSA MAS 8F : 47QSWA18D008F on any resulting purchase order. City of Palo Alto's access to and use of the SAP Cloud Services, and SAP's obligations thereto, are subject to the following, which are collectively referred to as the "Customer Cloud Agreement", and which are given priority in the order listed: 1) Appendix A - Additional Terms Document (attached hereto) 2) Exhibit 1 - End User Selected SAP BW Capacity Services (attached hereto) 2) SAP Product Development Schedule (attached hereto) 3) Cloud Services Supplement (will vary based on solution) (attached hereto) 4) SAP Support Schedule (attached hereto) 5) SAP Service Level Agreement (attached hereto) 6) SAP GSA Data Processing Agreement (attached hereto) 7) SAP GSA General Terms and Conditions for SAP Cloud Services (attached hereto) CONFIDENTIAL PAGE 10 of 10 QUOTE DATE:07/17/2025 QUOTE NO:57709533 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 15  Packet Pg. 353 of 436  Page 1 of 6 APPENDIX A - ADDITIONAL TERMS 1.ADDITIONAL TERMS The Agreement is subject to the following modifications: 1.1. Product Development Schedule The Product Development Schedule (attached hereto) is incorporated into and becomes an integral part of the Order Form. 1.EXPORT RESTRICTIONS SAP's Export Control and Sanctions Compliance: SAP software products and services are subject to the export control and sanctions laws of various countries, including witho ut limitation, the laws of Germany, the European Union, and the United States of America. Destination Restrictions: Taking into account overall business risks, SAP products and services are not available for export, reexport, transfer and/or use in the following countries/regions (subject to change without notice): •Crimea Region / Sevastopol •the so-called Donetsk People’s Republic (DNR) / Luhansk People’s Republic (LNR) •the non-government controlled areas of Ukraine in the oblasts of Kherson and Zaporizhzhia •Cuba •Iran •North Korea •Syria In the light of various tightened sanctions, some SAP products and services may not be available in Russia and Belarus. Additionally, transactions with or related to certain destinations that pose an elevated export control or sanctions risk for SAP are subject to enhanced due diligence requirements, which may include authorization from the competent authorities. End-User Restrictions: SAP products and services are not available to entities and individuals with whom transactions are prohibited under applicabl e export control and sanctions laws, including those listed on any applicable sanctioned party lists (e.g., European Union Sanctions List, U.S. Specially Designated National (SDN) lists, U.S. Denied Persons List, BIS Entity List, United Nations Security Coun cil Sanctions). End-Use Restrictions: A license, authorization or other documentation may be required to proceed with transactions involving restricted end -uses, including: •Military end-uses that may implicate an arms embargo or similar restriction; •Certain civil nuclear end-uses; or •Industry-specific end-use restrictions, such as those related to certain energy and financial sectors. All such transactions are subject to enhanced due diligence and licensing determinations are made on a case -by-case basis. SAP software and services may not be used for end-uses relating to the development, design, manufacture or production of nuclear, chemical or biological weapons (“Weapons of Mass Destruction”). Export Classification: SAP products are classified for export under the Annex I of the Regulation 2021/821 ("EU Dual-use Regulation")/EC and U.S. Export Administration Regulations (US EAR). A listing of U.S. and EU Export Control Classification Numbers (ECCN), applicable U.S. license exceptions and CCATS (where applicable) is available at the SAP ECCN MATRIX link below. All information provided in the SAP ECCN Matrix may be subject to change without notice. Please contact ExportControlClassification@sap.com with any questions regarding the SAP ECCN Matrix. 2.CLOUD PLATFORM ENTERPRISE AGREEMENT 2.1. Application This Section applies only to CPEA Cloud Services as defined below. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 16  Packet Pg. 354 of 436  Page 2 of 6 2.2. Definitions 2.2.1. “Active Cloud Service” means an Eligible Cloud Service that End User activated and has not deactivated. 2.2.2. “Cloud Credits” means the monetary amount available for the relevant Cloud Credits Period, as specified under “Usage Metric Limitation/Volume” in Schedule 1 in this Order Form for the Initial Term and calculated accordingly for each Cloud Credits Period thereafter. 2.2.3. “Cloud Credits Period” means: 2.2.3.1. for the Initial Term, each period starting on a Product Start Date and ending on the next Product End Date as set forth for the CPEA Cloud Services and the Cloud Platform Voucher in Schedule 1 in this Order Form; and 2.2.3.2. for each Renewal Subscription Term, (a) every 12 months period, (b) unless the remaining part of the current Renewal Subscription Term is shorter than 12 months, in which case the last period will be equal to the remaining part of the Renewal Subscription Term, whereby each period starts on the first day after the previous Cloud Credits Period ended. 2.2.4. “CPEA Cloud Services” means Cloud Services designated as "Cloud Platform Enterprise Agreement" in Schedule 1 in this Order Form. 2.2.5. “Eligible Cloud Services” means the cloud services listed in the Eligible Cloud Services List. 2.2.6. “Eligible Cloud Services List” is the list of Eligible Cloud Services found on the SAP Business Technology Platform Website here https://cloudplatform.sap.com/capabilities/price-list.cpea-resell.html. 2.2.7. "Free Tier Cloud Services" means designated Eligible Cloud Services provided for no fee and marked with “Service Plan: Free” in the Eligible Cloud Services List. 2.3. Excess Use 2.3.1. The terms and conditions of the Cloud Resell Agreement apply to the CPEA Cloud Services as well as to the Cloud Platform Voucher. However, any terms relating to excess use in particular Article 4 “Changes to Usage Metric”, Section 3. “Over usage of Usage Metric” of the Sell Cloud Model shall not apply. 2.4. Consumption of Cloud Credits 2.4.1. During any Cloud Credits Period, Cloud Credits can be used by End User to activate any of the Eligible Cloud Services through the administrative cockpit of the SAP Business Technology Platform. Each Active Cloud Service is deemed a Cloud Service as defined in the Cloud Resell Agreement and is subject to its product-specific Supplemental Terms. 2.4.2. If End User has Cloud Credits available for the current Cloud Credits Period, SAP will: (a) deduct fees for the activation and/or use of the Active Cloud Services by End User from the Cloud Credits based on the corresponding metric, range, if applicable, and per-unit list price as specified in the Eligible Cloud Services List; and (b) provide a monthly balance statement reflecting the activation and/or use of the Active Cloud Services by End User for the preceding calendar month and the remaining balance of Cloud Credits. 2.4.3. If the Cloud Credits for the current Cloud Credits Period have been fully consumed, SAP will invoice End User monthly in arrears for the activation and/or use of the Active Cloud Services instead. 2.4.4. Cloud Credits will only be available during the current Cloud Credits Period. SAP may increase the Cloud Credits during a Cloud Credits Period by executing an order form for additional Cloud Credits. 2.4.5. Any unused Cloud Credits are forfeited by End User at the end of the current Cloud Credits Period and will not be available for use in any subsequent Cloud Credits Period. 2.4.6. SAP reserves the right to inform End User directly of such consumption of Cloud Credits. 2.5. Activation and Deactivation of Active Cloud Services 2.5.1. During any Cloud Credits Period, End User can activate any of the Eligible Cloud Services through the administrative cockpit of the SAP Business Technology Platform. Each Active Cloud Service is deemed a Cloud Service as defined in the Cloud Resell Agreement and is subject to its product specific Supplemental Terms. 2.5.2. SAP confirms that: (a) End User is solely responsible for deactivating any Active Cloud Service. (b) the technical administrator set out in this Order Form (and any successor designated by End User) is authorized by End User to activate and deactivate Eligible Cloud Services. End User is solely responsible for any acts or omissions taken by such administrators. 2.6. Fee Changes Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 17  Packet Pg. 355 of 436  Page 3 of 6 Deviating from the relevant terms of the Cloud Resell Agreement, SAP may increase the fees as follows: 2.7. Changes to Eligible Cloud Services List Deviating from the relevant terms of the Cloud Resell Agreement, SAP may increase the per-unit list prices as follow: 2.7.1. Changes to Per-Unit List Prices Increases in the per-unit list prices for Eligible Cloud Services will not exceed 3.3%. SAP shall give notice of price increases to End User by email at least 45 days before the start of the next Renewal Term. The increased per-unit list prices shall apply to the Eligible Cloud Services at the beginning of the next Renewal Term. If SAP notifies End User of an increase less than 45 days prior to upcoming Renewal Term, the increase shall not apply at the start of the upcoming Renewal Term but from the one thereafter onwards. 2.7.2. Reductions in Per-Unit List Prices SAP shall reflect reductions in per-unit list prices for Eligible Cloud Services on the next full monthly report or invoice if such reduced per-unit list price is lower than the per-unit list price in effect on the later of the Effective Date of the Order Form or the date the Cloud Service becomes an Eligible Cloud Service. 2.7.3. Information of End User SAP may inform the End User of increases or reductions in the per-unit list prices for Eligible Cloud Services by email or through the administrative cockpit of the SAP Business Technology Platform. 2.7.4. Adding and Removing Eligible Cloud Services 2.7.4.1. SAP may add Cloud Services and associated per-unit list prices to the Eligible Cloud Services List during the Initial Term and any Renewal Term. SAP may remove any Eligible Cloud Service from the Eligible Cloud Services List by giving the End User 6 months’ prior notice. SAP shall give such notice by email or through the administrative cockpit of the SAP Business Technology Platform. However, End User may keep such Eligible Cloud Services activated for the remainder of its then-current Initial Term or Renewal Term. 2.7.4.2. Notwithstanding the above, the following Eligible Cloud Services in the region/data center marked as “Neo” on the Eligible Cloud Services List are being sunset on December 31, 2028 (“Sunset Services”); Carahsoft has to inform End User and ensure that irrespective of End User’s Initial Term or Renewal Term, End User may activate and keep such Sunset Services subscription no longer than December 31, 2028: Alert Notification Bandwidth Custom Domain Data Quality Services Document Service Event Mesh Forms Service by Adobe Identity Authentication Java Server Portal SAP ASE SAP Fiori Cloud SAP HANA Service SAP Integration (Process Integration) SAP Translation Hub SAP Web IDE Dynatrace Agent Activation service for SAP BTP SAP Mobile Services, Agentry component SAP Authorization and Trust Management service SAP Connectivity service Identity Provisioning service Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 18  Packet Pg. 356 of 436  Page 4 of 6 SAP Keystore service SAP Monitoring service for SAP BTP OAuth 2.0 on SAP BTP SAP Solution Lifecycle Management service for SAP BTP 2.8. Relationship to Subscription Cloud Services Any use of a Cloud Service by End User in excess of the Usage Metric stated in the Order Form will be regarded as use of an Active Cloud Service and End User will be billed accordingly. 2.9. Free Tier Cloud Services SAP may provide End User with Free Tier Cloud Services based on the following restrictions: 2.9.1. Free Tier Cloud Service may only be used for non-productive testing and evaluation and may not be used to process Personal Data. 2.9.2. End User's use of the Free Tier Cloud Services is subject to the specifications in the administrative cockpit of the SAP Business Technology Platform ("Cockpit Specifications"). SAP may modify the Cockpit Specifications at any time without notice. SAP may terminate End User's use of the Free Tier Cloud Services without advance notice for failure to adhere to the Cockpit Specifications. 2.9.3. SAP may remove any Free Tier Cloud Service from the Eligible Cloud Services List upon one month's prior notice. SAP shall give such notice by email or through the administrative cockpit of the SAP Business Technology Platform. 2.9.4. SAP may deactivate End User's Free Tier Cloud Services if, in SAP's sole determination, End User is not actively using the services. 2.9.5. SAP will not provide any support for the Free Tier Cloud Services and the Support Schedule does not apply. 3. PRICE PROTECTION At any time during the Initial Subscription Term, Customer may purchase additional Usage Metrics of the Cloud Service(s) or subscribe to additional Cloud Services as listed below by signing an “Add/Upsell” Order Form and paying the annual fee specif ied in the table below. Product Name Usage Metric Price Per Unit SAP S/4HANA Cld, Digital Access, priv ed 1000 Document $52.63 SAP Cld, mem ext f. prod tiers, priv ed 256 Gigabyte $26,315.79 SAP Cld, mem ext f. non-prd, Priv Ed 256 Gigabyte $15,789.47 SAP Addit File Storage, priv cld ed 128 Gigabyte $1,052.63 SAP Core HCM Cld, priv ed 1 User $22.97 SAP Time Track Cld, priv ed 1 User $19.15 SAP Payroll Processing, pce 1 User $36.37 SAP S/4HANA Cloud Pr. Ed., utilities 1000 Point of Delivery $372.05 S/4 Cld, addt non-prod tier, priv ed (S) 1 Tenant $110,526.32 SAP LT Backup, monthly and 1 yr, PE 256 Gigabyte $3,789.47 SAP LT Backup, yearly backup and 4 yr,PE 256 Gigabyte $1,368.42 SAP Business Data Cloud core capacity 1 Capacity Unit $9.95 Customer Managed Data Products 1 Flat Fee $15,789.47 SAP Cloud ERP Private 1 Full Use Equivalent $2,650.22 SAP AI Unit 100 Capacity Unit $586.47 WalkMe Premium for SAP S/4HANA Priv Cl 1 Active User $71.78 4. TRANSFORMATION INCENTIVE 4.1. End User is not in default of any payments to SAP, SAP grants a credit in the amount set forth herein ("Cloud Credit"). The Cloud Credit is applied towards fees in future invoices issued under this Order Form. 4.2. SAP grants the Cloud Credit as follows: (i) the initial Cloud Credit is granted on the Product Start Date for the Private Clo ud Services (as defined below) (“Phase 1”), and (ii) the remaining Cloud Credit is granted when End User (or Carahsoft on behalf of End User) submits the completed clean core questionnaire via SAP Cloud ALM and makes a selection to use (a) SAP professional services; (b) a Qualified Partner; or (c) End User’s own resources to support End User’s conversion, migration, or greenfield implementation of the RISE Cloud Services and eligible Cloud Services under the Transformation Incentive (“Phase 2”). A “Qualified Partner” is an implementation partner listed on https://www.sap.com/partners/find.html, which has a minimum competency level of “Essential” for the Private Cloud Services. “Private Cloud Services” means SAP Cloud ERP Private, AND Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 19  Packet Pg. 357 of 436  Page 5 of 6 RISE with SAP S/4HANA Cloud, private edition. 4.3. SAP grants a Cloud Credit in the amount of USD $ 791,526.63 in Phase 1. 4.4. SAP grants a Cloud Credit in the amount of USD $ 791,526.63 in Phase 2. 4.5. Subject to the immediately subsequent section below, the Cloud Credit shall be applied towards the fees in such future invoices for SAP Cloud Services until the Cloud Credit has been fully applied. Any remaining balance of the Cloud Credit after the termination or expiration of the subscription to SAP Cloud Services shall be forfeited. 4.6. The Cloud Credit must be fully applied within 24 months of the Order Form Effective Date, after which the Cloud Credit shall expire, and no refund or remuneration will be provided. 5. ADDITIONAL TERMS FOR SAP BUSINESS DATA CLOUD, CORE CAPACITY 5.1.1. Management of End User Capacity Service Selection and SAP Provisioning and Delivery End User’s selection of specific Capacity Services from those available with the SAP Business Data Cloud, core capacity Cloud Service (as set forth in the SAP Business Data Cloud Supplement) and SAP’s provisioning and delivery thereof (all subject to the Usage Metric Limitation and Subscription Term for the SAP Business Data Cloud, core capacity Cloud Service) will be documented and managed using: (a) for Capacity Services (other than SAP BW Capacity Services), the Customer portal found at https://me.sap.com/home (inclusive of any successor site(s) made available by SAP, “SAP for Me”) will be used; and (b) for SAP BW Capacity Services, “Exhibit 1, End User Selected SAP BW Capacity Services”, which is incorporated herein and made a part hereof as “Exhibit 1” to the Order Form. For purposes of clarity, if End User does not select any SAP BW Capacity Services as of the effective date of the Order Form: (i) only a “shell” Exhibit 1 will be included as of the effective date of this Order Form; (ii) should End User subsequently (i.e., during the Subscription Term) desire any SAP BW Capacity Services, End User will notify SAP of the same and the parties will work in good faith to complete the Exhibit 1 shell and incorporate such completed Exhibit 1 as part of this Order Form via written amendment; and (iii) no SAP BW Capacity Services will be provisioned or delivered hereunder until the requirements in (ii) are complete. 5.1.2. Regarding SAP BW Capacity Services Provisioning and availability of SAP BW Capacity Services may be delayed beyond the Product Start Date for SAP Business Data Cloud, core capacity. Applicable product start dates for SAP BW Capacity Services will be as set forth in Exhibit 1. 5.1.3. Regarding SAP Databricks Capacity Services (all of which are non-SAP developed cloud services) 5.1.3.1. Special Terms Applicable to SAP Databricks Capacity Services Notwithstanding anything in the Agreement to the contrary, the following special terms apply to all SAP Databricks Capacity Services in the SAP Business Data Cloud Supplement: 5.1.3.1.1. End User has the option to consume SAP Databricks Capacity Services, provided that End User first accepts a separate agreement with Databricks (“Databricks Agreement”), which is provided for acceptance during provisioning of the SAP Databricks Capacity Services. A reference copy of the Databricks Agreement is available for preview at https://www.databricks.com/legal/sap-databricks-tos. End User has no entitlement to and cannot use the SAP Databricks Capacity Services if it does not enter into a Databricks Agreement. 5.1.3.1.2. SAP is not a party to the Databricks Agreement and has no control over the Databricks Agreement. 5.1.3.1.3. The following subject matter is governed exclusively by the Databricks Agreement: (a) all data protection obligations applicable to processing of Personal Data by or within SAP Databricks Capacity Services; and (b) all administrative, physical, and technical safeguards to protect the security and confidentiality of SAP Databricks Capacity Services and the Databricks Customer Data. “Databricks Customer Data” means any Customer Data processed by or within SAP Databricks Capacity Services. 5.1.3.1.4. For clarity, the DPA in the Agreement with SAP does not apply to SAP Databricks Capacity Services. 5.1.3.1.5. SAP is not a processor or subprocessor of any Personal Data by or within SAP Databricks Capacity Services, and SAP is not responsible for any processing of Personal Data by Databricks, or for Databricks complying with any data protection or privacy laws applicable to Personal Data. 5.1.3.1.6. The Security Measures of the SAP Cloud Services apply to SAP Cloud Services independently processing Customer Data outside of SAP Databricks Capacity Services, and do not apply to SAP Databricks Capacity Services. SAP is not responsible for providing or maintaining any security or technical and organizational me asures of any kind for SAP Databricks Capacity Services or Databricks Customer Data in SAP Databricks Capacity Services. The security and data protection Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 20  Packet Pg. 358 of 436  Page 6 of 6 commitments for SAP Databricks Capacity Services and Databricks Customer Data are made solely between End User and Databricks pursuant to the Databricks Agreement. References to SAP Cloud Services in this section do not include SAP Databricks Capacity Services. 5.1.3.1.7. All responsibility, liability, any regulatory requirements, and allocation of risk for Databricks Customer Data in SAP Databricks Capacity Services are exclusively between End User and Databricks pursuant to the Databricks Agreement, and SAP has no responsibility or liability for damages of any kind relating to Databricks Customer Data in SAP Databricks Capacity Services except to the extent caused by SAP. 5.1.3.1.8. Electing to use SAP Databricks Capacity Services is an option for customers with a subscription for the SAP Business Data Cloud, core capacity Cloud Service; Carahsoft does not have any right of refund on the basis that End User has elected not to enter into the Databricks Agreement to use SAP Databricks Capacity Services. 5.1.3.1.9. If Databricks notifies SAP that it is terminating the Databricks Agreement due to a material uncured breach by End User, End User’s subscription to all SAP Databricks Capacity Services will automatically terminate upon the termination effective date of the Databricks Agreement and Databricks will de-activate End User’s access to all SAP Databricks Capacity Services. End User will not be entitled to a refund or reduction of the Capacity Units as a result of an SAP Databricks Capacity Services termination, but End User may instead allocate the remaining balance of the Capacity Units to consume other eligible non-SAP Databricks Capacity Services as set forth in the SAP Business Data Cloud Supplemental Terms. 5.1.3.1.10. Without limiting the foregoing, no term in the Databricks Agreement will be deemed to modify the Agreement or any other agreement between End User and SAP, unless otherwise expressly agreed in writing by SAP. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 21  Packet Pg. 359 of 436  EXHIBIT 1 END USER SELECTED SAP BW CAPACITY SERVICES Single Phase [00-Jan-1900 - 00-Jan-1900] Business Data Cloud - Capacity Service In Blocks Of Sales Unit Metric DR Relevant Quantity CU Rate Per Block Monthly CUs SAP BW/4HANA Cloud, base package, private edition 1 Tenant Y SAP BW/4HANA Cloud, additional non-productive, base package, private edition 256 Gigabytes of Memory N SAP BW NetWeaver Cloud, base package, private edition 1 Tenant Y SAP BW NetWeaver Cloud, additional non-productive, base package, private edition 256 Gigabytes of Memory N SAP BI Java Server Cloud, private edition (8 cores) 1 Tenant Y SAP BI Java Server Cloud, additional non-productive, private edition (8 cores) 32 Gigabytes of Memory N SAP Cloud, memory extension for product tiers, private edition 256 Gigabytes of Memory Y SAP Cloud, memory extension for non-productive tiers, private edition 256 Gigabytes of Memory N SAP S/4HANA Cloud Private Edition Application Server for Linux, additional production tenant 1 Tenant Y SAP S/4HANA Cloud Private Edition Application Server for Linux, additional production tenant, upgrade 64 Gigabytes of Memory Y Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 22  Packet Pg. 360 of 436  SAP S/4HANA Cloud Private Edition Application Server for Linux, additional non-production tenant 1 Tenant N SAP S/4HANA Cloud Private Edition Application Server for Linux, additional non-production tenant, upgrade 64 Gigabytes of Memory N SAP IaaS Server Linux Cloud, private edition (128GB) 1 Tenant N SAP Additional Database Storage, private cloud edition 128 Gigabytes of Storage Y SAP Additional File Storage, private cloud edition 128 Gigabytes of Storage N SAP Connection Package for productive tiers, private cloud edition 1 Tenant Y SAP Connection Package for non-productive tiers, private cloud edition 1 Tenant N SAP Business Planning and Consolidation, professional edition for SAP BW/4HANA Cloud (planning only), private edition 1 User Y SAP Business Planning and Consolidation, professional edition for SAP BW/4HANA Cloud, private edition 1 User Y SAP Business Planning and Consolidation, standard edition for SAP BW/4HANA Cloud, private edition 1 User Y SAP Business Planning and Consolidation, standard edition for SAP BW/4HANA Cloud (planning only), private edition 1 User Y SAP Business Planning and Consolidation, professional edition for SAP NetWeaver Cloud (planning only), private edition 1 User Y SAP Business Planning and Consolidation, professional edition for SAP NetWeaver Cloud, private edition 1 User Y SAP Business Planning and Consolidation, standard edition for SAP NetWeaver Cloud, private edition 1 User Y SAP Business Planning and Consolidation, standard edition for SAP NetWeaver Cloud (planning only), private edition 1 User Y SAP S/4HANA Cloud, disaster recovery, private edition 1 % of Net Recurring Fee Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 23  Packet Pg. 361 of 436  (1) The minimum duration for SAP BW/4HANA Cloud, base package, private edition and SAP BW NetWeaver Cloud, base package, private edition Capacity Services is 1 year. (2) The maximum system size supported for a HANA DB is 12 terabytes of memory. (3) If the end date for any SAP BW Capacity Service(s) precedes expiration of the Subscription Term for SAP Business Data Cloud, core capacity, End User must provide SAP at least 60 days advance written notice of End User’s desire to extend the end date for such SAP BW Capacity Services. If timely End User notice is not received, or if timely nd User notice is received but the parties do not subsequently enter into a timely written amendment extending the end date for such SAP BW Capacity Services, then such SAP BW Capacity Services will be decommissioned based upon the original end date. The following footnotes only apply if the quantity is blank and no dates are reflected in the above table: (4) As of the effective date of this Order Form, End User has not selected any SAP BW Capacity Services. As such, this is a “shell” Exhibit 1. (5) This “shell” Exhibit 1 only shows a single phase. If in the future the parties agree, via written amendment, to enable any SAP BW Capacity Services, additional phase(s) may be possible. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 24  Packet Pg. 362 of 436  SAP Product Development Schedule enGLOBAL.v.3-2021 Page 1 of 1 SAP Product Development Schedule This Product Development Schedule details how SAP, SAP SE, or SAP Affiliates (“SAP Group”) uses Customer Data for general product research and development, including creating new products, services, or components not specific to a given service or customer (together, “Product Development”). 1. PRODUCT DEVELOPMENT PROCESSING Notwithstanding anything in the Agreement, the SAP Group may also process Customer Data in accordance with this Product Development Schedule for Product Development purposes globally, provided the output of such processing does not identify Customer, Authorized Users, natural persons, or otherwise reveal Customer Confidential Information (“Product Development Processing”). The following additional rules shall apply to Product Development Processing: a) Personal Data used for Product Development Processing must be either (i) anonymized during or directly after extraction from Customer’s instance of the Cloud Service before being further used for Product Development, or (ii) extracted for immediate Product Development Processing using automated extraction and processing technologies (e.g., algorithms or software), and then automatically deleted thereafter. Except as set out above or otherwise set out in the Agreement, Personal Data is only used to provide and support the Cloud Service and Consulting Service. b) During Product Development Processing, the SAP Group will not (a) use Personal Data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic data, biometric data processed for the purpose of uniquely identifying a natural person, data concerning health or data concerning a natural person’s sex life or sexual orientation or (b) isolate the content of Customer Data in a manner that puts the SAP Group in a position to identify individual data subjects during or after Product Development Processing. c) Product Development Processing is subject to the same confidentiality and non-disclosure protections applicable to Customer Data. d) Product Development Processing will be performed using appropriate technical and organizational measures to provide a level of security appropriate to the risk of Product Development Processing. e) Any result, output or derivative of Product Development or Product Development Processing shall be treated as Cloud Materials. Customer shall retain all ownership rights in Customer Data. f) Notwithstanding anything in the Agreement, only the data processing, non-disclosure, and security terms identified in this Product Development Schedule shall apply to Product Development Processing. 2. PERMISSION MANAGEMENT Where SAP makes such functionality available to Customer (e.g., customer dashboard), Customer may remove Product Development Processing permissions under this Product Development Schedule. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 25  Packet Pg. 363 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 1 of 10 SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplemental Terms and Conditions This Supplement is part of an Agreement for SAP Cloud Services between SAP and Customer and applies only to SAP Cloud ERP Private; SAP Cloud ERP Private, base option; RISE with SAP S/4HANA Cloud, private edition, base; RISE with SAP S/4HANA Cloud, private edition and experience management; RISE with SAP S/4HANA Cloud, private edition, premium and premium plus; SAP extended services for SAP S/4HANA Cloud, private edition; and RISE with SAP S/4HANA Cloud, private edition, upgrade option Cloud Services and their optional add-ons to which Customer is subscribed (the “Cloud Service”). Any documents referenced in this Supplement are available upon request. 1. CLOUD SERVICE 1.1. The Usage Metrics and additional terms of the Cloud Service are described in the SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Service Description Guide (“SDG”) available at https://www.sap.com/about/trust-center/agreements/cloud/cloud-services.html?tag=agreements:product-use- support-terms/service-description-guides&sort=latest_desc (“Service Description Guide”). 1.2. Certain features integrated in the Cloud Service and described as “Cloud Features” as described in the SDG and/or the then-current Documentation may be provisioned on the SAP Business Technology Platform, a multi - tenant cloud platform (“BTP”). 1.3. Cloud Service Software may only be accessed and used as a part of the Cloud Service subscribed to by Customer. “Cloud Service Software” means the software included in the Cloud Service as part of the Cloud Service. 1.4. If Customer subscribes to the RISE with SAP S/4HANA Cloud, private edition base, premium, or premium plus Cloud Service, Customer will receive access to the following additional, multi -tenant cloud services subject to the limitations indicated herein (collectively, “Bundled Cloud Services”). Use of each Bundled Cloud Service is subject to the supplemental terms located at http://www.sap.com/agreements-cloud-supplement. Bundled Cloud Service RISE with SAP S/4HANA Cloud, private edition, base RISE with SAP S/4HANA Cloud, private edition, premium (“Premium”) RISE with SAP S/4HANA Cloud, private edition, premium plus (“Premium Plus”)* Bundled Cloud Services Limitation SAP Build Work Zone, standard edition X X X For each Full Usage Equivalent of RISE with SAP S/4HANA Cloud, private edition, Customer is entitled to 1 Active User SAP Build Apps, Enterprise Edition X X See table in Section 1.4.1 SAP Build Process Automation X X See table in Section 1.4.1 CPEA Voucher If specified in the Order Form If specified in the Order Form As indicated in the Order Form SAP S/4HANA Cloud for Group Reporting, private edition X X X For Base and Premium, 50 Objects. For Premium Plus, see table in Section 1.4.1 SAP Group Reporting Data Collection X X X For Base and Premium, 50 Objects. For Premium Plus, see table in Section 1.4.1 SAP Analytics Cloud for planning, X X 10 Standard Users and 1 Professional User Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 26  Packet Pg. 364 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 2 of 10 predictive standard and professional edition, dedication option SAP S/4HANA Cloud for Cash Management X See table in Section 1.4.1 SAP S/4HANA Cloud for Receivables Management X See table in Section 1.4.1 SAP Business Network Supplier Portal X X 100,000 Documents SAP Sustainability Control Tower X 10 Records SAP Sustainability Footprint Management X 10 Records SAP Datasphere X X See table in Section 1.4.1 SAP AI Unit If specified in the Order Form. X For Premium, as indicated in the Order Form. For Premium Plus, see Section 2 Joule X X X 2,500 Messages Per FUE Per Contract Year *If Customer subscribes to RISE with SAP S/4HANA Cloud, private edition, upgrade option, Customer is eligible to receive the difference in Bundled Cloud Services between those received under the RISE with SAP S/4HANA Cloud, premium order form and those specified herein for RISE with SAP S/4HANA Cloud, premium plus based on the usage volume under the RISE with SAP S/4HANA Cloud, premium order form . 1.4.1. Additional access limitations apply to Bundled Cloud Services as noted in the tables immediately below. FUEs SAP Build Apps, Enterprise Edition* SAP Build Process Automation* Standard Users Advanced Users Attended Automation Unattended Automation 1 - 135 1 Base Package 20 5 1 2 136 - 550 1 Base Package 20 5 1 2 551 – 1,000 2 Base Packages 50 10 2 4 1,001 – 2,000 2 Base Packages 50 10 2 4 2,001 – 4,000 2 Base Packages 50 10 2 4 4,001 – 6,000 3 Base Packages plus 25 Active Users 100 20 4 8 6,001 – 12,000 3 Base Packages plus 25 Active Users 100 20 4 8 12,001 – 25,000 3 Base Packages plus 75 Active Users 150 75 4 8 25,000 + 3 Base Packages plus 225 Active Users 300 100 5 10 *Use is subject to the BTP Supplement. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 27  Packet Pg. 365 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 3 of 10 FUEs SAP S/4HANA Cloud for Group Reporting, private edition and SAP Group Reporting Data Collection SAP S/4HANA Cloud for Cash Management, private edition and SAP S/4HANA Cloud for Receivables Management, private edition 1 - 135 50 Objects 2 Users and 2 Revenue 136 - 550 50 Objects 2 Users and 2 Revenue 551 – 1,000 100 Objects 4 Users and 4 Revenue 1,001 – 2,000 100 Objects 4 Users and 4 Revenue 2,001 – 4,000 150 Objects 4 Users and 4 Revenue 4,001 – 6,000 150 Objects 8 Users and 8 Revenue 6,001 – 12,000 200 Objects 8 Users and 8 Revenue 12,001 – 25,000 400 Objects 12 Users and 12 Revenue 25,000 + 625 Objects 16 Users and 16 Revenue FUEs SAP Datasphere (per Month) 1 - 135 1,700 Capacity Units 136 - 550 1,700 Capacity Units 551 – 1,000 3,400 Capacity Units 1,001 – 2,000 3,400 Capacity Units 2,001 – 4,000 5,100 Capacity Units 4,001 – 6,000 5,100 Capacity Units 6,001 – 12,000 6,800 Capacity Units 12,001 – 25,000 6,800 Capacity Units 25,000 + 6,800 Capacity Units 1.4.2. For RISE with SAP S/4HANA Cloud, private edition; RISE with SAP S/4HANA Cloud, private edition and experience management; RISE with SAP S/4HANA Cloud, private edition, base; RISE with SAP S/4HANA Cloud, private edition, premium; and RISE with SAP S/4HANA Cloud, private edition, premium plus renewals, Customer is entitled to the same Bundled Cloud Services and subject to the same Bundled Cloud Services limitations as referenced in the RISE with SAP S/4HANA Cloud, private edition Supplemental Terms and Conditions in effect at the effective date of the initial order form for the Cloud Service. 1.5. Embedded Launch Activities. Embedded Launch Activities are included for a first-time subscription of SAP Cloud ERP Private, RISE with SAP S/4HANA Cloud, private edition, premium and premium plus and RISE with SAP S/4HANA Cloud, base, as specified in the corresponding SAP Cloud ERP Private or SAP S/4HANA Cloud private edition Embedded Launch Activities Specifications Documentation. 1.6. Transformation Preparation Services. During the Initial Subscription Term, SAP will provide the consulting services described in the corresponding scope document available at https://www.sap.com/about/trust- Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 28  Packet Pg. 366 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 4 of 10 center/agreements.html#services (“Transformation Preparation Services for SAP Business Suite”) as a one-time inclusion with Customer’s initial subscription to SAP Cloud ERP Private, subject to Customer’s execution of a corresponding Services Order Form. 2. ARTIFICIAL INTELLIGENCE 2.1. Artificial Intelligence. Artificial intelligence (“AI”) features and technologies, that are made available under the Agreement, are subject to the SAP AI Terms available at the following (or a successor) link SAP Agreements | SAP Trust Center | About SAP SE. 2.2. Joule and SAP AI Unit. The SAP AI Services and AI Unit Supplemental Terms and Conditions (“SAP AI Unit Supplement”) apply to the SAP AI Unit and Joule Bundled Cloud Services. All capitalized terms used in this Section but not defined shall have the meaning stated in the SAP AI Unit Supplement. For SAP AI Unit, Customer is entitled to the Capacity Unit amount specified below based on the Cloud Service Usage Metric volume as indicated in the Order Form. Customer may exercise the Capacity Units on AI Services as listed on the then- current AI Services List titled “AI Services List” and accessible at https://www.sap.com/about/agreements/policies/cloud-service-specifications.html?sort=latest_desc or as made available through the administrative cockpit of the respective platform. Full Use Equivalents (FUEs) Capacity Units Per Contract Year 1 - 135 20,000 136 - 550 30,000 551 – 1,000 90,000 1,001 – 2,000 150,000 2,001 – 4,000 200,000 4,001 – 6,000 250,000 6,001 – 12,000 275,000 12,001 – 25,000 450,000 25,000 + 900,000 2.3. If Customer exceeds use of the Capacity Units referenced in this Supplement, SAP will require Customer to purchase SAP AI Unit in addition to pay fees for excess use that have accrued from the date the excess use began. 2.4. If Customer exceeds the Message quantity for Joule referenced in this Supplement, Customer must pay fees in excess use that have accrued from the date the excess use began based on SAP’s prices on the date the excess use began and purchase SAP AI Units for continued use of Joule. 3. ADDITIONAL TERMS 3.1. Starter System. With a subscription to the Cloud Service, SAP shall grant the Customer access to a sandbox environment for a limited duration (“Starter System”). The Starter System shall remain accessible for a period of ninety (90) days from the Product Start Date or thirty (30) days following the provisioning of the Cloud Service development (DEV) environment by SAP, whichever comes later. Thereafter, SAP will deactivate the Starter System, and any data residing on the servers hosting the Starter System shall be permanently removed. For the avoidance of doubt, the Starter System is a non-production environment to be used solely for testing purposes and may have limited support, as further described in Documentation. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 29  Packet Pg. 367 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 5 of 10 3.2. SAP Cloud ALM. With a subscription to the Cloud Service, Customer may access SAP Cloud ALM. Use of SAP Cloud ALM is subject to the Usage Rights located at https://support.sap.com/en/alm/usage-rights.html. The support services for SAP Cloud ALM are governed by SAP Enterprise Support, cloud editions as described in the Cloud Support Schedule. All references to “Cloud Services” in the Cloud Support Schedule are replaced with “SAP Cloud ALM.” 3.3. System Maintenance 3.3.1. SAP performs regular, scheduled maintenance activities to maintain the Cloud Service, including OS security patch levels, database and application patches, infrastructure maintenance and other scheduled proactive activities. Such maintenance activities will be scheduled by SAP in collaboration with Customer and will occur once a month during a 4-hour window on a weekday and/or a weekend (for production environments) (“Scheduled Downtime”). SAP will provide Customer at least seven (7) business days’ advance notice before any Scheduled Downtime. If Customer object to such Scheduled Downtime within five (5) days of SAP’s notice, SAP and Customer will reasonably schedule maintenance activities for a date, time, and duration as mutually agreed between SAP and Customer based on requirements and resources. If SAP and Customer do not agree on a schedule within seven (7) business days from the date of SAP’s notice, SAP shall perform based on the Scheduled Downtime. If Customer fails to cooperate with the scheduling and/or performance of such maintenance activities in a timely manner as recommended by SAP, Customer shall be solely responsible for any resulting issues in the Cloud Service, including unexpected downtime. 3.3.2. Notwithstanding the foregoing, SAP reserves the right to perform Emergency Maintenance activities at any time without Customer’s prior consent. SAP will use reasonable efforts to provide Customer with forty-eight (48) hours advance notice regarding performance of Emergency Maintenance. In case of Cloud Service downtime during such Emergency Maintenance, such downtime will be considered “Emergency Downtime” as defined in the SLA (defined in Section 3.4 below). “Emergency Maintenance” are maintenance activities reasonably necessary to prevent or mitigate circumstances that may otherwise pose a significant impact to the Cloud Service. 3.3.3. Customer is responsible for requesting and coordinating with SAP the application of security patches (all security patches with priorities “critical,” “high,” “medium,” or “low”) by way of a service request ticket. Such patches will be applied during Scheduled Downtime or other Agreed Downtime, as defined in the SLA. Support. Support for the Cloud Service will be provided by SAP as described in the Support Policy or Schedule for SAP Cloud Services referenced in the Order Form, as supplemented by the description in Attachment 1 to this Supplement. For the avoidance of doubt, the support services described in the Agreement may only be used to support Cloud Services to which this Agreement applies, as specified in the Order Form, and may not be used to support any other SAP products or third-party solutions, including SAP products purchased under a separate agreement between an affiliate of Customer and SAP (or a distributor of SAP products). Customer acknowledges that if Customer uses any such services for other SAP products or third-party solutions without a separate SAP support agreement for such products, SAP will invoice Customer the applicable accrued fees associated with such time period of use plus a reinstatement fee for support for such products. 3.4. Service Level Agreement. The Service Level Agreement applicable to the SAP S/4HANA Private Cloud Edition Cloud Services is the Service Level Agreement for Private Cloud Edition Services and Tailored Option Services (“SLA”), except the 99.5% System Availability service level in the SLA is replaced with 99.7% unless otherwise indicated in the Order Form. The Service Level Agreement for SAP Cloud Services applies to Bundled Cloud Services that are not RISE with SAP S/4HANA Cloud, private edition Cloud Services. 3.4.1. Section 3 of the SLA (Backup and Computing Environment Incident Reaction Time) shall apply only to Incidents (defined in the SLA) associated with SAP tasks and services applicable to the Computing Environment (defined in the SLA) as identified in the RISE with SAP S/4HANA Cloud, Private Edition Roles and Responsibilities Documentation made available to Customer on SAP’s website, at https://help.sap.com/, or upon request. 3.5. Modifications and Add-Ons. 3.5.1. Definitions. 3.5.1.1. “Add-on” means any development that adds new and independent functionality to the SAP Cloud Service Software, but does not modify existing SAP functionality, and is developed using SAP application programming interfaces or other integration points or other SAP code that allows other software products to communicate with Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 30  Packet Pg. 368 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 6 of 10 or call on SAP Cloud Service Software. All Add-ons developed by SAP, independently or jointly with Customer, shall be considered Cloud Material and as such, all intellectual property rights in and related to the Add -ons developed by SAP (independently or jointly with Customer) including any derivatives thereof are owned by SAP, SAP SE, their Affiliates or licensors. 3.5.1.2. “Customer ABAP Add-on” means an Add-on developed in the ABAP programming language and developed by or on behalf of Customer without SAP’s participation. 3.5.1.3. “SAP-provided Add-on” means any Add-on that is not a Customer ABAP Add-on and is an Add-on made available for the Cloud Service. 3.5.1.4. “Additional Add-on” means any Add-on that is published by SAP as an SAP certified Add-on on the SAP Certified Solutions Directory. 3.5.1.5. "Modification" means (i) a change to the delivered source code or metadata; or (ii) any development, other than a change to the delivered source code or metadata, that customizes, enhances or changes existing functionality of the SAP Cloud Service Software. For purposes of this Cloud Service, Cloud Materials include all Modifications. For the avoidance of doubt, all intellectual property rights in and related to the Modifications and derivatives thereof are owned by SAP, SAP SE, their Affiliates or licensors. Customer has the right to develop and/or use Customer ABAP Add-ons, SAP-provided Add-ons, and Additional Add-ons to the SAP Cloud Service Software in furtherance of its permitted use of the Cloud Service under this Agreement. Where Customer is also subscribed to SAP extended services for SAP S/4 HANA Cloud, private edition, Customer is only permitted to use SAP-provided Add-ons and Additional Add-ons. For RISE with SAP S/4HANA Cloud, private edition; RISE with SAP S/4HANA Cloud, private edition, base; RISE with SAP S/4HANA Cloud, private edition and experience management; and RISE with SAP S/4HANA Cloud, private edition, premium only, Customer has the right to develop and use Modifications to the SAP Cloud Service Software in furtherance of its permitted use of the Cloud Service under this Agreement. Where Customer is also subscribed to SAP extended services for SAP S/4HANA Cloud, private edition, Custom er is not permitted to make Modifications. Customer is responsible for all installation, management and support for any Modifications, Customer ABAP Add-ons, and Additional Add-ons. Customer is responsible for testing and resolving source code issues, compatibility issues, security vulnerabilities or other conflicts that may arise from Modifications, Customer ABAP Add-ons, and/or Additional Add-ons permitted under this Agreement and any patches or workarounds, or other changes provided by SAP for the Cloud Service Software, in a timely manner. The SLA and Support Schedule shall not apply to any Customer ABAP Add-ons. Modifications, Customer ABAP Add-ons, and Additional Add- Ons must not enable the circumventing of any restrictions set forth in the Agreement, nor impair or degrade the performance, system availability, operability, or security of the Cloud Service. Customer will inform SAP without undue delay about any issues or vulnerabilities with the Modifications, Customer ABAP Add-ons, or Additional Add-ons that may impair or degrade the Cloud Service. SAP shall not be responsible for any such impairments or degradations of the Cloud Service caused by Customer ABAP Add-ons. For the avoidance of doubt, SAP reserves the right to restrict or require the removal any Add -ons that (i) it determines may pose any such risk to the Cloud Service and/or (ii) it determines does not meet the quality standards for SAP-provided Add-ons; or (iii) where Customer is in breach of the Agreement. In exchange for the right to develop Customer ABAP Add-ons under the Agreement, Customer covenants, on behalf of itself, successors and assigns, not to assert against SAP SE, their Affiliates or licensors, any rights in any Customer ABAP Add-ons, or any claims of any rights, against any SAP product, service, or future SAP development. Customer ABAP Add-ons and all rights associated therewith, shall be the exclusive property of Customer subject to SAP’s rights in and to the Cloud Service and Cloud Materials as indicated in this Agreement; provided Customer shall not commercialize any such Customer ABAP Add-ons developed under this Agreement. Customer grants to SAP (including SAP SE, its Affiliates, and subcontractors) a non -exclusive right to process, use, and display Customer ABAP Add-ons to provide and support the Cloud Service and as set out in the Agreement. In exchange for the right to develop Customer ABAP Add-ons under the Agreement, Customer covenants, on behalf of itself, successors, and assigns, not to assert against SAP SE, their Affiliates or licensors, any rights in Customer ABAP Add-on, or any claims of any rights, against any SAP product, service, or future SAP development. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 31  Packet Pg. 369 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 7 of 10 3.6. Other Customer-Provided Software. Except as set forth above in connection with Add-ons, Customer may not use any other Customer-provided software in the Cloud Service, including on the operating system. If SAP, on an exceptional basis, permits Customer to use any such Customer-provided software, each of the requirements and restrictions applicable to Add-Ons set forth above shall apply to such Customer provided software. Customer is responsible for obtaining all necessary rights from third parties required for SAP to run and host any Customer- provided software in the Cloud Service environment. Customer will, at SAP’s request, provide written verification of such rights. Customer grants to SAP the nonexclusive right to use the Customer-provided software for the sole purpose of and only to the extent necessary for SAP to provide the Cloud Service. Customer acknowledges that additional fees may apply in connection with management and support of such Customer-provided software in the Cloud Service. 3.7. Customer Data Return. Prior to termination or expiration of the Subscription Term, at Customer`s request, SAP shall provide to Customer, within a reasonable time period and in a reasonable backup media format utilized by SAP, a final export of the Customer Data in the Cloud Service. Customer must verify the usability of this export within two weeks of receipt. In the event Customer does not provide verification within the two -week period, the exported Customer Data shall be deemed usable. 3.8. Additional Services. Customer may request Additional Services (or the SAP Services Team may request such services on Customer’s behalf) through a service request on the SAP Service Request Platform or an equivalent platform. SAP will inform Customer (or Partner, if applicable) of the fees for the requested Additional Service, and Customer (or Partner) shall confirm the purchase of such service. Any Additional Services completed by SAP will be invoiced monthly in arrears. “Additional Services” are tasks rela ted to the Cloud Service systems identified in the RISE with SAP S/4HANA Cloud, Private Edition Roles and Responsibilities Documentation (available to Customer on SAP’s website or upon request) as “Additional Service.” 4. CUSTOMER RESPONSIBILITIES 4.1. SAP`s provision, operation and support of the Cloud Service is subject to Customer`s reasonable cooperation and providing, no later than five (5) business days from the effective date of the Order Form, necessary information (including any on-boarding documentation), authorizations and qualified resources for such activities. Customer authorizes SAP to set up and use an administrative user in the Cloud Service systems as needed to provision and confirm Customer’s subscribed usage and technical compliance of the Cloud Service. SAP shall be permitted to audit (at least once annually and in accordance with SAP standard procedures, which may include an on-site and/or remote audit) the Customer’s use of the Cloud Service and the Bundled Cloud Service(s) to verify compliance with Usage Metrics, volume, and the Agreement. Customer shall cooperate reasonably in the conduct of such audits. 4.2. Customer may only process, transmit, and store cardholder data, or Customer Data that includes a unique payment card number that identifies an issuer and a particular cardholder account , in the Cloud Service with a subscription to the SAP Digital Payments, base package cloud service and SAP Firewall Service, private cloud edition. 4.3. In connection with Customer’s obligations related to Customer Data under the Agreement, Customer Data includes all Customer-provided Software used in the Cloud Service environment. 4.4. Customer is responsible for the definition, documentation, and execution of its business processes in the Cloud Service, including, but not limited to configuration of systems ’ management and application and data security policies and batch processing requirements. Customer is responsible for providing SAP necessary and sufficient documentation of its applicable processes and Customer ABAP Add-ons for SAP to perform its responsibilities under the Agreement. 4.5. Upgrades and Releases 4.5.1. Customer is responsible for having upgrades and new releases of the Cloud Service Software installed. Technical installation of such upgrades and new releases is performed by SAP on request. Customer must only use a version or release of the Cloud Service Software for which software maintenance and support are current, as provided by SAP. For purposes of this Section, “current” means it is covered by Mainstream Maintenance or as otherwise identified in the Release Strategy. Such support is provided according to the current maintenance phases of SAP software releases as described in the SAP Release and Maintenance Strategy, available at Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 32  Packet Pg. 370 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 8 of 10 https://support.sap.com/releasestrategy (“Release Strategy”). For all Additional and Customer ABAP Add-ons, simplification and incompatibility checks must be executed by Customer. Customer is responsible for evaluating the results of such checks to ensure that implemented business processes, backend and frontend applications and integrations are running after changes to the Cloud Service Software. SAP’s obligations under the Agreement and Documentation are dependent on Customer maintaining the Cloud Service Software as current. SAP is not responsible for the reliability, performance, availability, functionality, security, or any other related issues experienced with the Cloud Service Software that may result from running a release that is not current and is not liable to Customer for any loss or damage that might arise from a Cloud Service Software’s inoperability or unavailability because it is not current. 4.5.2. Where Customer is also subscribed to SAP extended services for SAP S/4HANA Cloud, private edition, upgrades to the then-current version of the Cloud Service Software are required every two contract years. 4.5.3. If SAP is not able to perform upgrades due to the lack of Customer’s cooperation, (i) SAP’s ability to provide support may be limited and SAP assumes no responsibilities for such limitations and (ii) the System Availability Service Levels in the SLA shall not apply. 4.6. Customer is responsible for the connection to the Cloud Service, including the Internet connection to the Point of Demarcation. SAP’s responsibility shall not extend beyond the Point of Demarcation. Point of Demarcation means the outbound firewall (or, in case of a VPN for access, the point of connection of the SAP network to the VPN) of SAP’s computing environment used to provide the Cloud Service. 4.7. If Customer fails to fulfil any Customer obligations set forth in this Supplement, Customer is responsible for the ramifications of such failure including delays, subsequent costs, and any performance, availability, functionality, support, and/or security issues experienced with the Cloud Service Software. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 33  Packet Pg. 371 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 9 of 10 Attachment 1 to RISE with SAP S/4HANA Cloud, private edition Supplemental Terms and Conditions Support Services This Attachment sets forth the support services provided in addition to the support services of the Support Schedule for Cloud Services under the Agreement. This Attachment does not apply to Cloud Features. 1. SCOPE OF ADDITIONAL SUPPORT SERVICES. The additional support services apply to Cloud Service Software excluding software to which special support agreements apply exclusively (“Enterprise Support Solutions”). 1.1. Continuous Improvement and Innovation 1.1.1. SAP may make available ABAP source code for SAP software applications included in Enterprise Support Solutions (excluding third-party software) and additionally released and supported function modules. 1.1.2. Software change management including changed configuration settings or Enterprise Support Solutions software upgrades, is supported, with content, tools, and additional information. 1.2. Global Support Backbone 1.2.1. SAP Notes on SAP’s Customer Support Website document software malfunctions and contain information on how to remedy, avoid and bypass errors. SAP Notes may contain coding corrections. SAP Notes also document related issues, customer questions, and recommended solutions (e.g. customizing settings). 1.2.2. SAP Note Assistant, a tool to install specific corrections and improvements to SAP components, is included. 1.3. Mission Critical Support For Customer custom code built with the SAP development workbench, SAP provides mission -critical support root-cause analysis (Root Cause Analysis for Custom Code), according to the Global Incident Handling process and response levels for priority “very high” and priority “high” cases as set forth in the Support Schedule for Cloud Services. If the Customer custom code is documented according to SAP’s then -current standards available at http://support.sap.com/supportstandards, SAP may provide guidance to assist Customer in issue resolution. 1.4. SAP Application Lifecycle Management 1.4.1. Subject to Customer’s purchase of one of the SAP Solution Manager for SAP S/4HANA Cloud, private edition add-ons, Customer may access and use SAP Solution Manager Enterprise Edition (and any successor thereto) during the Subscription Term solely for the following purposes: (i) delivery of SAP Enterprise Support, cloud editions, and (ii) application lifecycle management for Enterprise Support Solutions and other SAP cloud or on- premise solutions for which Customer has a current support agreement with SAP. Su ch application lifecycle management is limited to: (i) implementation, configuration, testing, operations, continuous improvement, and diagnostics; (ii) case management (service desk), problem management and change request management as enabled using SAP CRM technology integrated in SAP Solution Manager Enterprise Edition (Customer does not require a separate package license to SAP CRM); (iii) mobile application lifecycle management scenarios using SAP NetWeaver Gateway (or equivalent technology) integrated in SAP Solution Manager Enterprise Edition; (iv) management of application lifecycle management projects for Enterprise Support Solutions and any other software licensed by Customer from third parties and included in the Customer’s Cloud Service environment and for hardware systems, supported by Customer’s IT team (“Customer IT Solutions”) using the project management functionality of SAP Project and Portfolio Management integrated in SAP Solution Manager Enterprise Edition except that the portfolio management functionality of SAP Project and Portfolio Management is not in scope of SAP Solution Manager Enterprise Edition and will need to be licensed separately by Customer; and Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 34  Packet Pg. 372 of 436  SAP Cloud ERP Private and RISE with SAP S/4HANA Cloud, private edition Supplement enGLOBAL.v.4-2025 Page 10 of 10 (v) administration, monitoring, reporting and business intelligence as enabled using SAP NetWeaver technology integrated in SAP Solution Manager Enterprise Edition. Business intelligence may also be performed provided the appropriate SAP BI software is licensed by Customer as part of the Enterprise Support Solutions. 1.4.2. SAP Solution Manager Enterprise Edition may not be used for purposes other than those stated above. 1.4.3. SAP in its sole discretion may from time to time on SAP’s Customer Support Website (available at https://support.sap.com) under http://support.sap.com/solutionmanager update the use cases for SAP Solution Manager Enterprise Edition under this Section. 1.4.4. SAP Solution Manager Enterprise Edition shall only be used during the term of the Agreement subject to the rights set forth herein and exclusively for Customer's SAP-related support purposes in support of Customer’s internal business operations. The right to use any SAP Solution Manager Enterprise Edition capabilities under this Attachment 1 other than those listed above is subject to a separate written agreement with SAP, even if such capabilities are accessible through or related to SAP Solution Manager E nterprise Edition. Customer shall be entitled to allow any of its employees to use web self-services in the SAP Solution Manager Enterprise Edition during the term of the Agreement such as creating support tickets, requesting support ticket status, ticket confirmation and change approvals directly related to Customer IT Solutions. 1.4.5. Use of SAP Solution Manager Enterprise Edition may not be offered by Customer as a service to third parties; provided, third parties authorized to access Cloud Services under the Agreement may have access to SAP Solution Manager Enterprise Edition solely for SAP-related support purposes in support of Customer’s internal business operations in accordance with the terms of the Agreement. 1.5. Other Components, Methodologies, and Content. 1.5.1. Process descriptions and process content that may be used as pre-configured test templates and test cases via the SAP Solution Manager Enterprise Edition. In addition, the SAP Solution Manager Enterprise Edition assists Customer’s testing activities. 1.5.2. Tools and content for SAP Application Lifecycle Management (accessible via SAP Solution Manager Enterprise Edition and/or the Enterprise Support Solutions and/or the applicable Documentation for Enterprise Support Solutions and/or SAP’s Customer Support Website) to help increase efficiency: (i) Tools for implementation, configuration, testing, operations, and system administration. (ii) Best practices, guidelines, methodologies, process descriptions and process content. This content supports the usage of the tools for SAP Application Lifecycle Management. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 35  Packet Pg. 373 of 436  SAP US Payroll Tax Calculation by BSI Supplement enGLOBAL.v.4-2025 Page 1 of 2 SAP U.S. Payroll Tax Calculation by BSI SAP U.S. Payroll Tax Calculation by BSI, private cloud edition SAP U.S. Payroll Tax Calculation by BSI, option for government organizations SAP U.S. Payroll Tax Calculation by BSI, add-on for SAP SuccessFactors Payroll Supplemental Terms and Conditions This Supplement is part of an Agreement between SAP and Customer and applies solely to the (i) SAP U.S. Payroll Tax Calculation by BSI, Cloud Service and (ii) SAP U.S. Payroll Tax Calculation by BSI, private cloud edition Cloud Service, (iii) SAP U.S. Payroll Tax Calculation by BSI, option for government organizations Cloud Service, and (iv) SAP U.S. Payroll Tax Calculation by BSI, add-on for SAP SuccessFactors Payroll Cloud Service (each individually as the “Cloud Service”). 1. USAGE METRIC The Usage Metric for the Cloud Service is User. “User” is any individual authorized to access the Cloud Service. For the Cloud Service, an individual with a unique active profile and whose data is processed by the Cloud Service is counted. 2. ADDITIONAL TERMS 2.1. Prerequisite. A current subscription to SAP SuccessFactors Employee Central Payroll is a prerequisite to a subscription to SAP U.S. Payroll Tax Calculation by BSI and SAP U.S. Payroll Tax Calculation by BSI, option for government organizations. A current subscription to SAP SuccessFactors Payroll is a prerequisite to a subscription to SAP U.S. Payroll Tax Calculation by BSI, add-on for SAP SuccessFactors Payroll. A current subscription to SAP Payroll Cloud, private edition is a prerequisite to a subscription to SAP U.S. Payroll Tax Calculation by BSI, private cloud edition. 2.2. Limitations. Customer is limited to a maximum of ten (10) designated contacts (“Administrative Users”). 2.3. Downloadable Component. In addition to the hosted portion of the Cloud Service, SAP may make available for download by Customer a connector to be used to connect on-premise HCM solutions to the Cloud Service (the “Integration Component”). The use of the Integration Component is limited to use with the Cloud Service and Customer may not use the Integration Component for any other purpose. The Integration Component is part of the Cloud Service and Customer’s use is limited to use by Named Users and only for the term of the Order Form. The Integration Component may not be modified or altered in any way except by SAP. Any such modifications will negate SAP’s obligation to provide Support and void SAP’s warranty obligations under this Agreement. Customer shall utilize the most current version of the Integration Component made available by SAP, and Customer acknowledges that failure to use the most current version may result in diminished performance of the Cloud Service. Customer is solely responsible for the security of the Integration Component and is responsible for maintaining a dequate security measures, including firewalls, to prevent unauthorized access to the Integration Component. Upon termination or expiration of the Order Form, Customer’s right to use the Integration Component shall cease. 2.4. Exclusions. Customer shall be solely responsible for any inaccuracy or delay in tax calculations, payments, filings, or reports to the extent directly caused by inaccurate or corrupt Customer Data, misuse, overrides, or taxing or regulatory authorities. SAP and its licensors shall have no liability under this Agreement to any third party for any errors or delays in located taxes, errors or delays in calculations, payments, filing or reports and SAP and its licensors shall have no liability to taxing authorities or individuals whose payroll data is processed using the Cloud Service (or a part thereof) for underpayments or non-payments, interest or penalties. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 36  Packet Pg. 374 of 436  SAP US Payroll Tax Calculation by BSI Supplement enGLOBAL.v.4-2025 Page 2 of 2 3. MAINTENANCE WINDOWS SAP can use the following maintenance windows for planned downtimes: Maintenance Windows Regular Maintenance Windows Saturday 12:00 a.m. to 4:00 a.m. Eastern U.S. time zone 4. SYSTEM AVAILABILITY. Downtime required for updates due to changed regulatory requirements shall not be counted against the System Availability SLA. 5. DATA RETENTION. Incremental and full database back-ups occur daily. A full back-up is performed each Friday, in place of the daily incremental back-up, with the last full back-up at the end of each month retained in offsite storage for no less than one (1) year. The retention period for Customer Data is 30 days after contract termination. Customer Data will be made available in .pdf format during such period. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 37  Packet Pg. 375 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 1 of 31 SAP Business Data Cloud Cloud Service Supplemental Terms and Conditions This Supplement is part of an Agreement between SAP and Customer and applies solely to the SAP Business Data Cloud Cloud Service, which includes the SAP Business Data Cloud, core capacity and the SAP Business Data Cloud Intelligent Applications Cloud Services. 1. DEFINITIONS 1.1. “Add-on” means any development that adds new and independent functionality to the SAP BW Capacity Services (as defined below), but does not modify existing SAP functionality, and is developed using SAP application programming interfaces or other integration points or other SAP code that allows other software products to communicate with or call on the SAP BW Capacity Service. 1.2. “Additional Add-on” means any Add-on that is published by SAP as an SAP certified Add-on in the SAP Certified Solutions Directory. 1.3. “API Calls” are the communication of an action to or from the Cloud Service to or from another system / technology that occurs via a defined application programming interface. 1.4. “Capacity Service Category” is a logical grouping of the SAP Datasphere Capacity Services. 1.5. “Capacity Service(s)” means the services identified in Attachment A of this Supplement, as may be updated by SAP from time-to-time with additional Capacity Services. 1.6. “Capacity Unit” is a ratio of services consumed via the Capacity Service and is calculated as set forth in this Supplement. 1.7. “Capacity Units of Measure” is a block used to measure consumption of a Capacity Service. 1.8. “Capacity Unit Value” is the numerical value assigned to a specific Capacity Service that, when multiplied by the number of used Capacity Units of Measure, results in the consumed Capacity Units. 1.9. “Customer ABAP Add-on” means an Add-on developed in the ABAP programming language and developed by or on behalf of Customer without SAP’s participation. 1.10. “Data Sources” means certain software product(s) and/or certain SAP database instance(s) for which Customer has secured an enumerated license that specifically lists or names the permitted activities or actions allowed under a valid license agreement including but not limited to, for example, SAP’s General Terms and Conditions for SAP Software and Support agreement. 1.11. “Databricks Unit” or “DBU” is a normalized unit of processing power used for measurement and pricing SAP Databricks Capacity Services. 1.12. “Databricks Storage Unit” or “DSU” is a standardized unit for measuring storage usage across multiple Databricks products. DSUs consumed by different Databricks products may vary by region, storage type, volume of data stored, or transactions. 1.13. “Flat Fee” is a fixed fee for the Cloud Service. 1.14. “Full Use Equivalent” or “FUE” is the aggregation method by which Customer may allocate individuals access to the Capacity Service in accordance with the ratios set forth in this Supplement. 1.15. “Gigabyte” or “GB” is the amount of capacity in the Capacity Service. 1.16. “Hour” is the total hours the SAP Databricks Enterprise SAP Private Connectivity Endpoint Capacity Services are provisioned, rounded up to the nearest whole hour (i.e., 60 minutes). 1.17. "Modification" means (i) a change to the delivered source code or metadata; or (ii) any development, other than a change to the delivered source code or metadata, that customizes, enhances or changes existing functionality of the SAP BW Capacity Services. 1.18. “SAP Data Product(s)” means enriched Customer Data, where enrichment is any type of reorganization, summarization, reporting or enhancement with metadata. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 38  Packet Pg. 376 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 2 of 31 1.19. “SAP-provided Add-on” means any Add-on that is not a Customer ABAP Add-on and is an Add-on made available for the SAP BW Capacity Services. 1.20. “Tenant” is a customer-specific instance of the Capacity Service. 1.21. “User” is any individual authorized to access the Capacity Service. Users are counted separately per customer- specific instance. 1.22. “% of Net Recurring Fee” is a calculation based on the stated percentage multiplied by the stated net recurring Capacity Unit Value per month. 2. GENERAL TERMS 2.1. Any Capacity Service provided as a non-productive environment, such as a test tenant, or for quality assurance may only be used for non-productive development and testing. 2.2. The Service Level Agreement for Cloud Services referred to in the Order Form, is amended so that each reference to the “Cloud Service” therein is deleted and replaced with “Capacity Services” for the Capacity Services that are set forth in Attachment A, Tables 1 and 2, to this Supplement. 2.3. In the event that SAP adds new services to the SAP Business Data Cloud Cloud Service, during Customer’s Subscription Term: (a) SAP will release a new Supplement reflecting such new services (“Updated Supplement”); (b) Customer’s use of such new services will be subject to any applicable new terms in the Updated Supplement; and (c) any Customer use of such new services will be deemed Customer’s acceptance of the Updated Supplement, solely as applicable to such new services. For purposes of clarification, all services other than new services will remain governed by the applicable Supplement(s) in effect under the Agreement prior to the Updated Supplement. 2.4. Data Extraction / APIs 2.4.1. APIs and similar connectors, tools, or interfaces developed for or by SAP or its affiliated companies (“SAP APIs”) may only be used to extract data from the Cloud Services as described in the documentation for the respective SAP API. The use of SAP APIs to extract data from the Cloud Service to third-party applications or products (e.g. non-SAP software, data warehouses or data lakes) is not permitted, unless this is explicitly described as a function of the SAP API in the documentation for the SAP API. 2.4.2. Customer and third-party applications (e.g. APIs that are not SAP APIs) may not be used to extract data from the Cloud Services. 2.4.3. SAP may verify whether access of the Cloud Services via API(s) originates from SAP software. It is not permitted to circumvent this authentication, including, but not limited to, using technical means that identify a third-party application or product as SAP software during authentication. 2.5. Artificial intelligence (“AI”) features and technologies, that are made available under the Agreement, are subject to the SAP AI Terms available at the following (or a successor) link: SAP Agreements | SAP Trust Center | About SAP SE. 2.6. No Waiver. SAP’s failure to enforce any provision of this Agreement shall not be construed as a waiver of SAP’s right to enforce such provision at any later time. 3. SAP BUSINESS DATA CLOUD, CORE CAPACITY USAGE METRIC 3.1. The SAP Business Data Cloud, core capacity Cloud Service is made up of the Capacity Services set forth in Attachment A, Tables 1-4. 3.2. The Usage Metric for this Cloud Service is Capacity Unit per month except for the SAP Datasphere Capacity Services, which are measured as set forth in Attachment A, Table 1, and the SAP Databricks Capacity Services, which are measured as set forth in Attachment A, Table 4. 3.3. For Capacity Services that use Gigabytes, where storage or memory capacity is counted, the metric entitlement is not time-bound and does not deplete with usage, unless otherwise specified in th is Supplement. 3.4. Each Capacity Service in Attachment A, Tables 1, 2, and 3 has a corresponding Capacity Unit of Measure and Capacity Unit Value. To calculate the number of Capacity Units consumed through use of a Capacity Service, Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 39  Packet Pg. 377 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 3 of 31 the total amount of Capacity Units of Measure used during a month is multiplied by the Capacity Unit Value to arrive at the number of Capacity Units consumed by that Capacity Service. Customer may consume Capacity Units up to the total amount stated in the Order Form for each month. Unused Capacity Units may not be carried over into any subsequent month. Calculation example: In Table 1, for the "Disk Storage" Capacity Service, if 256GB (16 blocks) were consumed for 730 hours in one month, the resulting consumption would be 46.72 Capacity Units (i.e., 16 blocks x 0.004 Capacity Unit Value x 730 hours = 46.72 Capacity Units). 3.5. For clarification, in Schedule 1 of the Order Form, the clause that reads “Usage Metric Limitation shows the maximum quantity that Customer may use over a 12-month period, unless:” includes a drafting error and instead should read as follows: “Usage Metric Limitation shows the maximum quantity that Customer may use over a 1-month period, unless:”. 3.6. The Cloud Service includes 16GB of Catalog Storage. 4. SAP DATASPHERE CAPACITY SERVICES 4.1. Availability of these Capacity Services and the amount of Memory differs by Subprocessor, which is detailed in the product specific documentation. 4.2. The SAP Datasphere, SAP BW Bridge Capacity Service includes SAP BTP ABAP environment, runtime, which may only be used with the Capacity Services listed in Attachment A, Table 1. 4.3. Certain SAP Datasphere Capacity Services include data marketplace functionality that allows Customers to buy, sell or share data products stored in such Capacity Services. SAP is not party to any transaction or contractual arrangement between Customers in relation to the exchange of data products, and SAP shall not be liable for any damages incurred by a Customer related to any such transaction. 4.4. These Capacity Services must not be used to access, directly or indirectly, a third -party database(s) licensed under an SAP, SAP Affiliates’, or any of their respective resellers’ or distributors’ runtime license, except communication (including data transfers) via application-level APIs between the Capacity Service and software applications, running on any such third-party database. 4.5. Customer may use up to 2,000 OData API Calls per 1 GB of compute memory, per Tenant, per month. SAP reserves the right to charge additional fees for use that exceeds the stated amount. Use of OData APIs for data extraction is prohibited. 4.6. Use of the OpenSQL interface is limited to 1 GB of network data transfer per 1 GB of compute memory, per Tenant, per month. SAP reserves the right to charge additional fees for use that exceeds the stated amount. 4.7. These Capacity Services include the optional use of the on -premise component, SAP Landscape Transformation Replication Server (“SLT”), which use is limited solely to loading data into these Capacity Services. 4.8. Customer may only use the data product generator available under Customer’s subscription to SAP BW Capacity Services to automate the publication of data to the SAP Datasphere Capacity Services set forth in Attachment A, Table 1. 5. SAP DATABRICKS CAPACITY SERVICES 5.1. Use of the SAP Databricks Capacity Services, as set forth in Attachment A, Table 4 of this Supplement, are subject to the terms of this Supplement and the SAP Databricks Capacity Services terms in the applicable Order Form under which the SAP Business Data Cloud, core capacity Cloud Service is subscribed to. 5.2. The Service Level Agreement for Cloud Services, referenced in the Order Form, applies to the SAP Databricks Capacity Service, except as set forth in this Section 5.2. 5.2.1. “Databricks Gateway” means the infrastructure connecting Customer with the SAP Databricks Capacity Services. 5.2.2. “Downtime” is the total minutes in the Month during which SAP Databricks Capacity Services does not respond to a request from the Databricks Gateway, excluding Excluded Downtime. SAP Databricks Capacity Services Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 40  Packet Pg. 378 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 4 of 31 are considered to “not respond” for a given Workspace for a minute, if all continual attempts within the minute to establish connectivity between the Workspace and the Databricks Gateway fail. 5.2.3. “Excluded Downtime” means the total minutes in the Month attributable to a Maintenance Window; or unavailability caused by factors outside of SAP’s reasonable control, such as unpredictable and unforeseeable events that could not have been avoided if reasonable care had been exercised. For clarity, such events include cloud/hyperscaler or internet service provider outages and services interruptions t hat cannot be reasonably worked around (such as region-wide outages). 5.2.4. “Maintenance Window” is a pre-announced period when the SAP Databricks Capacity Services are not available due to scheduled maintenance and upgrades, as notified by SAP, who will provide notice to subscribed Customers of such periods at least 72 hours in advance (such notification will be through SAP Customer communication channel(s), such as SAP for Me), and each scheduled maintenance period will last a maximum of 60 minutes. 5.2.5. “Month” means each full calendar month. The SLA is only applicable to full Months. 5.2.6. “System Availability SLA” is a 99.93% System Availability Percentage during each Month for the production version of the SAP Databricks Capacity Service and calculated in accordance with the formula defined under System Availability Percentage. 5.2.7. “Workspace” means an SAP Databricks Capacity Service environment. 6. SAP BW NETWEAVER CLOUD PRIVATE EDITION AND SAP BW/4HANA CLOUD PRIVATE EDITION CAPACITY SERVICES (“SAP BW CAPACITY SERVICES”) 6.1. SAP HANA, runtime edition 6.1.1. SAP HANA, runtime edition (“runtime edition”) is a runtime database included in certain SAP BW Capacity Services. The runtime edition includes the components set forth in Sections 6.1.2. and 6.1.3. The runtime edition and said components may only be used in conjunction with Customer's use of the SAP BW Capacity Services. 6.1.2. SAP HANA PLATFORM EDITION (includes); (a) SAP HANA Rules Framework; (b) SAP HANA, data privacy option; (c) SAP HANA, predictive option; (d) SAP HANA, spatial and graph option; (e) SAP HANA, search and text option; (f) SAP HANA, smart data quality; (g) SAP Smart Data Integration; and (h) SAP HANA, native storage extension. 6.1.2.1. SAP HANA PLATFORM EDITION includes the SAP HANA Studio, SAP HANA Cockpit and SAP Web IDE components. All data modeling, distribution, creation and extension of data structures, including tables and virtual tables via SAP HANA smart data access used in the runtime edition must be performed via the SAP BW Capacity Services. Use of SAP Smart Data Integration is limited solely to loading data into the runtime edition or the SAP BW Capacity Services. Data may be loaded from an appropriately licensed Data Source via SAP Smart Data Integration or via the SAP BW Capacity Services. SAP Smart Data Integration may also be used with SAP HANA smart data access in a data federation scenario. Any bypass or circumvention of access restrictions is strictly prohibited. 6.1.3. The optional, limited use of the following on -premise components: SAP Data Integrator, SLT, SAP HANA Studio, and SAP HANA Cockpit. Use of SAP Data Integrator and SLT is limited solely to loading data into the runtime edition or the SAP BW Capacity Service. 6.1.4. Customer is expressly prohibited from performing the mass extraction of any data, except where such data extraction is explicitly permitted via the use of licensed SAP tools, such as, but not limited to, the SAP Data Services and SLT. Such data may only be extracted to and consumed by one or more of the following: Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 41  Packet Pg. 379 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 5 of 31 (a) SAP HANA, enterprise edition; (b) SAP HANA, standard edition; (c) SAP Cloud Platform, SAP HANA service; (d) SAP HANA Cloud; (e) SAP HANA, EE Cloud; and (f) SAP Datasphere Capacity Services. 6.2. Use of the SAP HANA Studio, SAP HANA Cockpit, SAP Web IDE components, and SAP Business Application Studio is limited solely to administering, monitoring and creating custom views for the runtime edition database instance. All reporting must be performed via the SAP BW Capacity Service or via custom views created using SAP HANA Studio, SAP Web IDE, or SAP Business Application Studio. Such custom views may be accessed by SAP business intelligence tools. Use of SAP Web IDE may require an additional infrastructure subscription and is limited to the creation of views for reporting purposes only. 6.3. Disaster Recovery 6.3.1. Customer must subscribe to the SAP S/4HANA Cloud, disaster recovery, private edition Capacity Service, in order for the SAP BW Capacity Services to be eligible for the Disaster Recovery services as described and available in the document entitled “Disaster Recovery Services and Customer Invoked Failover Services for Private Cloud Edition Services, Tailored Option Services, and SAP BW Capacity Services Service Description Documentation” and available at: https://www.sap.com/about/agreements/policies/hec- services.html?sort=latest_desc&search=disaster%20recovery&tag=language:english, subject to this Section 6.3. 6.3.2. In order for Customer to be eligible for the 4-hour recovery time objective services (“RTO”), as described in the document entitled “Disaster Recovery Services and Customer Invoked Failover Services for Private Cloud Edition Services, Tailored Option Services, and SAP BW Capacity Services Service Description Documentation” and available at: https://www.sap.com/about/agreements/policies/hec- services.html?sort=latest_desc&search=disaster%20recovery&tag=language:english, in addition to subscribing to the SAP S/4HANA Cloud, disaster recovery, private edition Capacity Service, Customer must also subscribe to the SAP S/4HANA Cloud Private Edition, 4-hour recovery time objective Capacity Service, subject to this Section 6.3. 6.3.3. Disaster Recovery and 4-hour recovery time objective services do not apply to a) those SAP BW Capacity Services specifically marked as not eligible for Disaster Recovery or RTO in Table 3; or b) any non-productive environments. 6.4. Storage on Servers 6.4.1. HANA Servers. The usable storage amount for HANA servers, unless otherwise stated, is equal to the HANA memory size. 6.4.2. Application Servers. The allocated storage on application servers must only be used for system operation and must not be used to store Customer Data. 6.5. Maximum Database Sizes 6.5.1. The maximum tenant size supported for HANA database servers, as well as the tenant size limits depend on the availability of services in a specific data center with a specific subprocessor. 6.5.2. The standard maximum system size supported for a HANA database is 12 terabytes of memory. 6.5.3. Only single-node HANA databases are supported. 6.6. Maintenance. Support for the SAP BW Capacity Services is provided by SAP as described in the Support Schedule for Cloud Services referenced in the Order Form, and as further detailed in Attachment C to this Supplement. 6.7. Service Level Agreement. The Service Level Agreement for Cloud Services referenced in the Order Form does not apply to the SAP BW Capacity Services. Instead, it is replaced with the Service Level Agreement set forth in the Attachment B. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 42  Packet Pg. 380 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 6 of 31 6.8. Additional Service(s). Customer may request additional service(s) (or the SAP services team may request such services on Customer’s behalf) through a service request on the SAP service request platform or an equivalent platform. SAP will inform Customer of the fees for the requested additional service, and Customer shall confirm the purchase of such service. Any additional services completed by SAP will be invoiced by SAP monthly in arrears. 6.9. Add-ons and Modifications 6.9.1. Customer has the right to use Customer ABAP Add-ons, SAP-provided Add-ons, and Additional Add-ons, and the right to develop Customer ABAP Add-ons for the SAP BW Capacity Services in furtherance of its permitted use of such Capacity Services. Where Customer is also subscribed to SAP extended services for SAP BW Capacity Services, Customer is only permitted to use SAP-provided Add-ons and Additional Add-ons. 6.9.2. For the following SAP BW Capacity Services: (a) SAP S/4HANA Cloud Private Edition; (b) SAP S/4HANA Cloud, private edition, base; (c) SAP S/4HANA Cloud, private edition and experience management; and (d) SAP S/4HANA Cloud, private edition, premium only, Customer has the right to develop and use Modifications to these Capacity Services in furtherance of its permitted use of such Capacity Services. Where Customer is also subscribed to SAP extended services for SAP BW Capacity Services, Customer is not permitted to develop or use Modifications. 6.9.3. Customer is responsible for all installation, management and support for any Modifications, Customer ABAP Add-ons, and Additional Add-ons. Customer is responsible for testing and resolving source code issues, compatibility issues, security vulnerabilities or other conflicts that may arise from Modifications, Customer ABAP Add-ons, and/or Additional Add-ons in a timely manner. The SLA and Support Schedule shall not apply to any Customer ABAP Add-ons. Modifications, Customer ABAP Add-ons, and Additional Add-ons must not enable the circumventing of any restrictions set forth in the Agreement, nor impair or degrade the performance, system availability, operability, or security of the SAP S/BW Capacity Services. Customer shall notify SAP, without undue delay, of any issues or vulnerabilities in the Modifications, Customer ABAP Add-ons, or Additional Add-ons that may impair or degrade the SAP BW Capacity Services. SAP shall not be responsible for any such impairments or degradations of the SAP BW Capacity Services caused by Customer ABAP Add- ons. SAP reserves the right to restrict or require the removal of any Add-ons and Modifications if SAP determines that: (i) the Add-on or Modification may pose a risk to the SAP BW Capacity Services; (ii) the Add- ons does not meet SAP’s published quality standards; (iii) are in breach of the Agreement by Customer; or (iv) enable the extraction of SAP Data Products to non-SAP applications via SAP APIs. 6.9.4. Customer ABAP Add-ons and all rights associated thereto, shall be the exclusive property of Customer, subject to SAP’s rights in and to the SAP BW Capacity Services and Cloud Materials as indicated in this Agreement; provided Customer shall not commercialize any such Customer ABAP Add -ons developed under this Agreement. Customer grants to SAP (including SAP SE, its Affiliates, and subcontractors) a non -exclusive right to process, use, and display Customer ABAP Add-ons to provide and support the SAP BW Capacity Services and as set out in the Agreement. In exchange for Customer’s right to develop, subject to the Agreement, Customer ABAP Add-ons, Customer covenants, on behalf of itself, successors, and assigns, not to assert against SAP SE, their Affiliates or licensors, any rights in Customer ABAP Add -on, or any claims of any rights, against any SAP product, service, or future SAP development. 6.9.5. For the purposes of this Cloud Service, Cloud Materials shall include: (i) all Add-ons developed by SAP, independently or jointly with Customer, and (ii) all Modifications. All intellectual property rights in and related to such Add-ons and Modifications, including any derivatives thereof are owned by SAP, SAP SE, their Affiliates or licensors. 6.9.6. Except as set forth above in connection with Add-ons and Modifications, Customer may not use any other Customer-provided software in the SAP BW Capacity Services, including on the operating system. If SAP, on an exceptional basis, permits Customer to use any such Customer -provided software, each of the requirements and restrictions applicable to Add-ons and Modifications set forth above shall apply, in addition to the following terms: (a) Customer is responsible for obtaining all necessary rights from third parties required for SAP to run and host any Customer-provided software in conjunction with the SAP BW Capacity Services; (b) Customer will, at SAP’s request, provide written verification of such rights; (c) Customer grants to SAP the non-exclusive right to use the Customer-provided software for the sole purpose of and only to the extent necessary for SAP to provide the SAP BW Capacity Services; and (d) Customer acknowledges that additional Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 43  Packet Pg. 381 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 7 of 31 fees may apply in connection with management and support of such Customer-provided software in the Capacity Services. 6.10. Customer Data Return. Prior to termination or expiration of the Subscription Term, at Customer’s request, SAP shall provide to Customer, within a reasonable time period and in a reasonable backup media format utilized by SAP, a final export of the Customer Data in the SAP BW Capacity Service. Customer must verify the usability of this export within two weeks of receipt. In the event Customer does not provide verification within the two-week period, the exported Customer Data shall be deemed usable. 6.11. Customer Responsibilities 6.11.1. SAP’s provision, operation and support of the SAP BW Capacity Service is subject to Customer`s reasonable cooperation and providing necessary information (including any on -boarding documentation), authorizations and qualified resources for such activities no later than 5 business days from the Order Form Eff ective Date. Customer authorizes SAP to set up and use an administrative user in the SAP BW Capacity Service systems as needed to provision and confirm Customer’s subscribed usage and technical complianc e of the SAP BW Capacity Service. SAP shall be permitted to audit (at least once annually and in accordance with SAP standard procedures, which may include an on-site and/or remote audit) the Customer’s use of the SAP BW Capacity Service to verify compliance with Usage Metrics, volume, and the Agreement. Customer shall cooperate reasonably in the conduct of such audits. 6.11.2. Customer is responsible for the definition, documentation, and execution of its business processes in the SAP BW Capacity Service, including, but not limited to configuration of systems’ management and application and data security policies and batch processing requirements. Customer is responsible for providing SAP necessary and sufficient documentation of its appli cable processes and Customer ABAP Add-ons for SAP to perform its responsibilities under the Agreement. 6.12. Upgrades and Releases 6.12.1. Customer is responsible for arranging technical installations by SAP of upgrades and new releases of the SAP BW Capacity Services. Customer must only use a version or release of the SAP BW Capacity Service for which software maintenance and support are current, as provided by SAP. For purposes of this Section, “current” means it is covered by mainstream maintenance as identified and available at: SAP Release and Maintenance Strategy. 6.12.2. For all additional and Customer ABAP Add-ons, simplification and incompatibility checks must be executed by Customer. Customer is responsible for evaluating the results of such checks to ensure that implemented business processes, backend and frontend applications and integrations are running after changes to the SAP BW Capacity Service. 6.12.3. SAP’s obligations under the Agreement and Documentation are dependent on Customer maintaining the SAP BW Capacity Service as current. SAP is not responsible for the reliability, performance, availability, functionality, security, or any other related issues experienced with the SAP BW Capacity Service that may result from running a release that is not current and is not liable to Customer for any loss or damage that might arise from a SAP BW Capacity Service’s inoperability or unavailability because it is n ot current. 6.12.4. If SAP is not able to perform upgrades due to the lack of Customer’s cooperation, (i) SAP’s ability to provide support may be limited and SAP assumes no responsibilities for such limitations and (ii) the System Availability Service Levels in the SLA shall not apply. 6.12.5. Customer is responsible for the connection to the SAP BW Capacity Services, including the internet connection to the Point of Demarcation. SAP’s responsibility shall not extend beyond the Point of Demarcation. “Point of Demarcation” means the outbound firewall (or, in case of a VPN for access, the point of connection of the SAP network to the VPN) of SAP’s computing environment used to provide the SAP BW Capacity Services. 6.12.6. If Customer fails to fulfil any Customer obligations set forth in this Supplement, Customer is responsible for the ramifications of such failure including delays, subsequent costs, and any performance, availability, functionality, support, and/or security issues experienced with the SAP BW Capacity Services. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 44  Packet Pg. 382 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 8 of 31 6.13. Connection Package for Productive Tiers, Private Edition For this SAP BW Capacity Service, customers must select one of the services, from the table below, that must be installed in the same location as the applicable SAP BW/4HANA Cloud, base package, private edition Capacity Service or the SAP BW NetWeaver Cloud, base package, private edition Capacity Service: Service Included 01 VPN Connection Set of 5 up to VPN connections 02 Direct line connection point Infrastructure deployed: Depending on the datacenter of choice the following will be delivered: SAP DC: 1 x MPLS, 400Mbit/s Azure: 1 x Expressroute, 200 Mbit/s AWS: 1 x Direct Connect, 200Mbit/s GCP: 1 x Interconnect, 2 x 100Mbit/s (Redundant) 03 SAP Router Infrastructure deployed: 1 x Productive Server (8GiB memory) 04 SAP Web Dispatcher Infrastructure deployed: 1 x Productive Server (8GiB memory) 05 SAP Data Services Agent (DS Agent) Infrastructure deployed: 2 x Productive Servers (16GiB memory) 06 Data Provision Agent (DP Agent) Infrastructure deployed: 2 x Productive Servers (16GiB memory) 07 SAP Analytics Cloud Agent (SAC Agent) Infrastructure deployed: 1 x Productive Server (16GiB memory) 08 SAP Cloud Connector Infrastructure deployed: 2 x Productive Servers (8GiB memory) 09 Redwood RunMyJobs Agent Infrastructure deployed: 1 x Productive Server (8GiB memory) 10 OpenText ADA Core Archive Connector Infrastructure deployed: 1 x Productive Server (16GiB memory) 11 SCM Optimizer Infrastructure deployed: Choose between: 1 x Productive Server (64GiB memory) or 1 x Non-productive Server (64GiB memory) 12 Separate ERS/CS Used to separate the ERS (Enqueue Replication Service) and CS (Central Services) onto dedicated servers. Infrastructure deployed: 2 x Productive Servers (8GiB memory) 13 Load Balancer Infrastructure deployed: Up to 5 Load Balancers depending on hyperscaler and usage type 14 Customer Integration Server Support all 3 scenarios: • SMTP Relay (Outbound) • Samba • SFTP Infrastructure deployed: 2 x Productive Servers (8GiB memory each) active-passive mode. Note: Storage included is only for the operating system. User file storage needs to be added in addition. 15 Additional egress data Not available 16 Extra Bandwidth Service delivers only one of below options: AWS Direct Connect: 1000Mbit/s Azure ExpressRoute: 1000Mbit/s GCP Interconnect: 1000Mbit/s 17 VPC/VNET Peering Not available 18 AWS Transit Gateway Not available Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 45  Packet Pg. 383 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 9 of 31 6.14. Connection Package for Non-Productive Tiers, Private Edition 6.14.1. For this SAP BW Capacity Service, customers must select one of the following Capacity Services that must be installed in the same location as the applicable non-productive tier: (a) SAP BW/4HANA Cloud, base package, private edition, (b) SAP BW/4HANA Cloud, additional non-productive, base package, private edition, (c) SAP BW NetWeaver Cloud, base package, private edition, or (d) SAP BW NetWeaver Cloud, additional non-productive, base package, private edition. Service Included 01 VPN Connection Set of up to 5 VPN connections 02 Direct line connection point Infrastructure deployed: Depending on the datacenter of choice the following will be delivered: SAP DC: 1 x Cloud Peering, 400Mbit/s or SAP DC: 1 x MPLS, 1Gbit port speed Azure: 1 x Expressroute, 200 Mbit/s AWS: 1 x Direct Connect, 200Mbit/s GCP: 1 x Interconnect, 2 x 100Mbit/s (Redundant) 03 SAP Router Infrastructure deployed: 1 x Non-productive Server (8GiB memory, 10GB storage) 04 SAP Web Dispatcher Infrastructure deployed: 1 x Non-productive Server (8GiB memory, 50GB storage) 05 SAP Data Services Agent (DS Agent) Infrastructure deployed: 1 x Non-productive Server (16GiB memory, 20GB storage) 06 Data Provision Agent (DP Agent) Infrastructure deployed: 1 x Non-productive Server (16GiB memory, 50GB storage) 07 SAP Analytics Cloud Agent (SAC Agent) Infrastructure deployed: 1 x Non-productive Server (16GiB memory, 50GB storage) 08 SAP Cloud Connector Infrastructure deployed: 1 x Non-productive Server (8GiB memory, 20GB storage) 09 Redwood RunMyJobs Agent Infrastructure deployed: 1 x Non-productive Server (8GiB memory, 256GB storage) 10 OpenText ADA Core Archive Connector Infrastructure deployed: 1 x Non-productive Server (16GiB memory, 150GB storage) 11 SCM Optimizer Not available 12 Separate ERS/CS Not available 13 Load Balancer Not available 14 Customer Integration Server Not available 15 Additional egress data Service delivers only one of below options: AWS: 10TB/month Azure VPN: 5TB/month or Azure ExpressRoute: 10TB/month GCP: 2TB/month 16 Extra Bandwidth Service delivers only one of below options: AWS Direct Connect: 500Mbit/s Azure ExpressRoute: 500Mbit/s GCP Interconnect: 500Mbit/s 17 VPC/VNET Peering Up to 10 Connections 18 AWS Transit Gateway Service delivers only one of below options: AWS Transit Gateway Attachment: 1 or AWS Transit Gateway Package: 1 6.15. SAP S/4HANA Cloud, Disaster Recovery, Private Edition 6.15.1. Disaster Recovery Services Setup. This SAP BW Capacity Service entails detailed planning which, as part of Customer's implementation project for the applicable productive systems, will be mutually agreed upon by SAP and Customer. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 46  Packet Pg. 384 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 10 of 31 6.16. SAP S/4HANA Cloud Private Edition Application Server for Linux, Additional Production Tenant 6.16.1. This SAP BW Capacity Service includes access to one application server with 64GB of memory. The application server size is based on the respective system landscape usage tiers where it is added and may require additional memory. 6.17. SAP S/4HANA Cloud Private Edition Application Server for Linux, Additional Nonproduction Tenant 6.17.1. This SAP BW Capacity Service includes access to one application server with 64GB of memory. The application server size is based on the respective system landscape usage tiers where it is added and may require additional memory. 6.18. SAP S/4HANA Cloud Private Edition Application Server for Linux, Additional Production Tenant, Upgrade 6.18.1. The maximum available memory to upgrade is up to 512GiB. 6.19. SAP S/4HANA Cloud Private Edition Application Server for Linux, Additional Nonproduction Tenant, Upgrade 6.19.1. The maximum available memory to upgrade is up to 512GiB. 6.20. SAP BW/4HANA Cloud, Base Package, Private Edition 6.20.1. System sizing: Size Database /Application System Productive Tier System Non-Productive Tier One Size HANA DB 1 x 256GiB memory, 256GB usable storage 1 x 256GiB memory, 256GB usable storage App Server 1 x 64GiB memory 1 x 32GiB memory 6.20.2. This Capacity Service includes: (a) SAP Web Dispatcher (productive and non-productive) (8GiB memory each, installed on dedicated servers), (b) SAP Cloud Connector (productive and non-productive) (8GiB memory each, installed on dedicated servers) per customer’s virtual network (VNET), unless Customer already has SAP Cloud Connector via another subscription, (c) Common transport folder of 100GB of storage for all transport files, (d) SAP Analytics Cloud Agent (productive and non-productive) (16GiB memory each, installed on dedicated servers, available on customer request), and (e) SAP Data Provisioning Agent (productive and non-productive) (16GiB MEMORY each, installed on dedicated servers, available on customer request). 6.21. SAP BW/4HANA Cloud, Additional Non-Productive, Base Package, Private Edition 6.21.1. System sizing: Size Database /Application System Non-Productive Tier One Size HANA DB 1 x 256GiB memory, 256GB usable storage App Server 1 x 64GiB memory 6.21.2. This Capacity Service includes SAP Web Dispatcher (non-productive) (8GiB memory, installed on dedicated server). Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 47  Packet Pg. 385 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 11 of 31 6.22. SAP BW NetWeaver Cloud, Base Package, Private Edition 6.22.1. System sizing: Size Database /Application System Productive Tier System Non-Productive Tier One Size HANA DB 1 x 256GiB memory, 256GB usable storage 1 x 256GiB memory, 256GB usable storage App Server 1 x 64GiB memory 1 x 32GiB memory 6.22.2. This Capacity Service includes: (a) SAP Web Dispatcher (productive and non-productive) (8GiB memory each, installed on dedicated servers), (b) SAP Cloud Connector (productive and non-productive) (8GiB memory each, installed on dedicated servers) per customer’s virtual network (VNET), unless Customer already has SAP Cloud Connector via another subscription, (c) Common transport folder of 100GB of storage for all transport files, (d) SAP Analytics Cloud Agent (productive and non-productive) (16GiB memory each, installed on dedicated servers, available on customer request), and (e) SAP Data Provisioning Agent (productive and non-productive) (16GiB MEMORY each, installed on dedicated servers, available on customer request). 6.23. SAP BW NetWeaver Cloud, Additional Non-Productive Base Package, Private Edition 6.23.1. System sizing: Size Database /Application System Non-Productive Tier One Size HANA DB 1 x 256GiB memory, 256GB usable storage App Server 1 x 64GiB memory 6.23.2. This Capacity Service includes SAP Web Dispatcher (non-productive) (8GiB memory, installed on dedicated server). 6.24. SAP BI Java Server Cloud, Private Edition 6.24.1. System sizing: Size Database /Application System Productive Tier System Non-Productive Tier 8 cores Java Application Server 1 x 32GiB memory 1 x 32GiB memory 6.25. SAP BI Java Server Cloud, additional non-productive, Private Edition 6.25.1. System sizing: Size Database /Application System Non-Productive Tier 8 cores Java Application Server 1 x 32 GiB memory Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 48  Packet Pg. 386 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 12 of 31 6.26. SAP IaaS Server Linux Cloud, private edition 6.26.1. System sizing: Size Database/Application System Size 128 GiB IAAS Server 1 x 128 GiB memory 6.27. SAP Business Planning and Consolidation Professional Edition for SAP BW/4HANA Cloud (Planning Only), Private Edition 6.27.1. This Capacity Service may be used solely for the creation and calculation of budget, plan, or forecast data . The calculation and reporting of the consolidated financial results of a group of companies or for separate financial statement reporting where the application is being used to calculate and report investments at equity, applying generally accepted accounting concepts related to accounting for business combinations and/or equity accounting for investments, is not permitted. Customer must license this Capacity Service whenever data extraction to third-party systems is required, with the exception of use cases involving data extraction in the form of static reports (i.e. PDF). 6.28. SAP Business Planning and Consolidation, Professional Edition for SAP BW/4HANA Cloud, Private Edition 6.28.1. Customer must license this Capacity Service whenever data extraction to third-party systems is required, with the exception of use cases involving data extraction in the form of static reports (i.e. PDF). 6.29. SAP Business Planning and Consolidation, Standard Edition for SAP BW/4HANA Cloud, Private Edition 6.29.1. Use of this Capacity Service is limited to: (a) direct input and/or editing of quantitative and qualitative data into the application; (b) execution of existing reports or creation of reports on existing data structures; (c) execution of changes to workflow tasks; and (d) viewing data, except that users accessing the package through an interface are limited to viewing data only. 6.29.2. The consolidation functionality is limited to running controls on data submitted by Users. 6.29.3. The planning functionality is limited to performing planning tasks only on existing models. 6.30. SAP Business Planning and Consolidation Standard Edition for SAP BW/4HANA Cloud (Planning Only), Private Edition 6.30.1. Use of this Capacity Service is limited to: (a) direct input and/or editing of quantitative and qualitative data into the application; (b) execution of existing reports or creation of reports on existing data structures; (c) execution of changes to workflow tasks; and (d) viewing data, except that users accessing the package through an interface are limited to viewing data only. 6.30.2. The consolidation functionality is limited to running controls on data submitted by Users. 6.30.3. The planning functionality is limited to performing planning tasks only on existing models. 6.31. SAP Business Planning and Consolidation Professional Edition for SAP NetWeaver Cloud (Planning Only), Private Edition 6.31.1. This Capacity Service may be used solely for the creation and calculation of budget, plan, or forecast data. The calculation and reporting of the consolidated financial results of a group of companies or for separate financial statement reporting where the application is being used to calculate and report investments at equity , applying generally accepted accounting concepts related to accounting for business combinations and / or Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 49  Packet Pg. 387 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 13 of 31 equity accounting for investments, is not permitted. Customer must license this Capacity Service whenever data extraction to third-party systems is required, with the exception of use cases involving data extraction in the form of static reports (i.e. PDF). 6.32. SAP Business Planning and Consolidation Professional Edition for SAP NetWeaver Cloud, Private Edition 6.32.1. Customer must license this Capacity Service whenever data extraction to third-party systems is required, with the exception of use cases involving data extraction in the form of static reports (i.e. PDF). 6.33. SAP Business Planning and Consolidation Standard Edition for SAP NetWeaver Cloud, Private Edition 6.33.1. For this Capacity Service, use is limited to: (a) direct input and/or editing of quantitative and qualitative data into the application; (b) execution of existing reports or creation of reports on existing data structures; (c) execution of changes to workflow tasks; and (d) viewing data, except that users accessing the package through an interface are limited to viewing data only. 6.33.2. The consolidation functionality is limited to running controls on data submitted by Users. 6.33.3. The planning functionality is limited to performing planning tasks only on existing models. 6.34. SAP Business Planning and Consolidation Standard Edition for SAP NetWeaver Cloud (Planning Only), Private Edition 6.34.1. For this Capacity Service, use is limited to: (a) direct input and/or editing of quantitative and qualitative data into the application; (b) execution of existing reports or creation of reports on existing data structures; (c) execution of changes to workflow tasks; and (d) viewing data, except that users accessing the package through an interface are limited to viewing data only. 6.34.2. The consolidation functionality is limited to running controls on data submitted by Users. 6.34.3. The planning functionality is limited to performing planning tasks only on existing models. 6.35. SAP HANA, EE Cloud, upgrade, private edition 6.35.1. SAP HANA, EE Cloud, upgrade, private edition ("HANA Enterprise") is an upgrade to the SAP HANA database from runtime edition (see Section 6.1) to HANA Enterprise. The required number of blocks is based on the productive system size. 6.35.2. HANA Enterprise may be used with an unlimited number of Data Sources, subject to the applicable licensed level. 6.35.3. HANA Enterprise includes the following runtime edition components: (a) SAP HANA Operation Process Intelligence; (b) SAP HANA, information management option; (c) SAP HANA, data privacy option; (d) SAP HANA, spatial and graph option; (e) SAP HANA, predictive option; (f) SAP HANA, search and text option; and (g) SAP HANA native storage extension (use of HANA Native Storage Extension Buffer Cache component is subject to the applicable licensed level). Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 50  Packet Pg. 388 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 14 of 31 6.35.4. Customer may use SAP HANA smart data access to query data from any Data Sources, provided HANA Enterprise has been appropriately sized for all such data that is queried and joined with other Data Sources via SAP HANA smart data access. 6.35.5. SAP HANA, information management option includes SAP HANA smart data integration and SAP HANA smart data quality. 6.35.6. Use of SAP HANA, data privacy option is limited solely to the SAP HANA Data Masking Engine, SAP HANA Data anonymization Engine, Column Encryption, and Shared SAP Business Application Authorizations. 6.35.7. Use of SAP HANA, predictive option is limited solely to the HANA PAL/R engine, Automated Predictive Library (APL), and TensorFlow integration. 6.35.8. Use of SAP HANA, search and text option is limited solely to the SAP HANA Search Engine and Text Analysis Engine. 6.36. SAP Cloud, large memory extension for productive tiers, private edition 6.36.1. This SAP BW Capacity Service extends productive SAP HANA systems beyond 12 terabytes, to an SAP- supported size. 6.37. SAP Cloud, large memory extension for non-productive tiers, private edition 6.37.1. This SAP BW Capacity Service extends non-productive HANA database beyond 12 terabytes, to an SAP- supported size. 6.38. SAP IQ cold store Cloud, base package, private edition 6.38.1. System sizing: Database System Productive Tier System Non-Productive Tier IQ DB Usable DB Size 512GB Server size, 1 x 64GiB memory Usable DB Size 512GB Server size, 1 x 64GiB memory 6.39. SAP IQ cold store Cloud, upgrade, private edition 6.39.1. Use of this SAP BW Capacity Service must conform to the following sizing: 512GB, 1TB, 3TB, 5TB, 10TB, 20TB, 30TB. 6.40. SAP IQ cold store Cloud, additional non-productive tier, base package, private edition 6.40.1. System sizing: Database System Non-Productive Tier IQ DB Usable DB Size 512GB Server size, 1 x 64GiB memory 6.41. SAP IQ cold store Cloud, additional non-productive tier, upgrade, private edition 6.41.1. Use of this SAP BW Capacity Service must conform to the following sizing: 512GB, 1TB, 3TB, 5TB, 10TB, 20TB, 30TB. 6.42. RISE with SAP, private edition 99.9% Service Level Agreement (SLA) 6.42.1. Unless otherwise indicated in Table 3 of Attachment A, the SAP BW Capacity Services are eligible to upgrade the System Availability Percentage for productive environments stated in Section 1.15 of Attachment B from 99.7% to 99.9%. 6.43. SAP Business Warehouse Cloud, GxP, Private Edition 6.43.1. This SAP BW Capacity Service is solely available for the Capacity Services as specified in Table 3, Attachment A. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 51  Packet Pg. 389 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 15 of 31 7. SAP BUSINESS DATA CLOUD INTELLIGENT APPLICATIONS CLOUD SERVICES 7.1. Customer must have a current subscription to the SAP Business Data Cloud, core capacity Cloud Service in order to use any of the Cloud Services listed in this Section 7. 7.1.1. Provided Customer has a current subscription to the SAP HANA Cloud Cloud Service, Customer may consume SAP Data Products solely to be used within the SAP Hana Cloud Cloud Service. 7.2. Cloud ERP Intelligence Cloud Service 7.2.1. The Usage Metric for this Cloud Service is FUE. 7.2.2. Use of this Cloud Service is subject to the terms of the Agreement and conditioned on: 7.2.2.1. Customer subscribing to one of the Cloud Services listed in Section 7.2.2.3. (a-d), and 7.2.2.2. Customer’s subscription to this Cloud Service must be equal to or greater than the same number of FUEs as Customer subscribes to in the corresponding application for one of the Cloud Services in Section 7.2.2.3.(a)- (g). 7.2.2.3. Separately subscribed Cloud Services: (a) RISE with SAP S/4HANA Cloud Private Edition, base; (b) RISE with SAP S/4HANA Cloud Private Edition, premium; (c) RISE with SAP S/4HANA Cloud Private Edition, premium plus; (d) RISE with SAP S/4HANA Cloud, private edition, core, tailored option; (e) SAP Cloud ERP Private; (f) SAP Cloud ERP Private, base option; or (g) SAP Cloud ERP Private, tailored option. 7.3. Customer-Managed Data Products Cloud Service 7.3.1. The Usage Metric for this Cloud Service is Flat Fee. 7.3.2. Subject to Section 7.1 of this Supplement, Customer is entitled to an increase of 1,000 Capacity Units per month of the SAP Business Data Cloud, core capacity Cloud Service, which may only be used on Capacity Services listed in Attachment A, Tables 1, 2, 3, and 4. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 52  Packet Pg. 390 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 16 of 31 ATTACHMENT A to SAP Business Data Cloud Supplemental Terms and Conditions Table 1: SAP Datasphere Capacity Services Capacity Service Category Capacity Service Capacity Unit of Measure Capacity Unit Value SAP Datasphere Foundation Datasphere SaaS Foundation Tenant per hour 0.926 High-Performance Workload Memory-Optimized Compute 16 GB Memory per hour 0.570 High Memory-Optimized Compute 16 GB Memory per hour 0.485 CPU-Optimized Compute 16 GB Memory per hour 0.715 High CPU-Optimized Compute 16 GB Memory per hour 1.065 Memory-Optimized Elastic Compute 16 GB Memory per hour 0.798 CPU-Optimized Elastic Compute 16 GB Memory per hour 1.028 High CPU-Optimized Elastic Compute 16 GB Memory per hour 1.488 High-Scale Workload Spark Compute 4 GB Memory per hour 0.149 Object Store 1 TB Storage per hour 0.103 Object Store Requests 1,000 API Calls 0.026 Storage Disk Storage 16 GB Storage per hour 0.004 Catalog Catalog Storage (512MB included each month) 1 GB Storage per hour 1.096 SAP Datasphere, SAP BW Bridge Data Lake Relational Engine 1 TB per hour 0.767 SAP Datasphere, SAP BW Bridge 128 GB Storage per hour 1.447 Integration Data Integration (200 hours included each month) 5 GB Memory per hour 0.784 Premium Outbound Integration 20 GB Variable Premium Outbound Integration is priced according to blocks, as set forth below: Premium Outbound Integration Blocks of 20 GB Capacity Unit Value Per Block First 10 500 Next 15 350 Next 25 200 Next 50 100 Next 9999+ 35 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 53  Packet Pg. 391 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 17 of 31 Table 2: SAP Analytics Cloud Capacity Services Capacity Service Capacity Unit of Measure Tier Capacity Unit Value SAP Analytics Cloud for business intelligence, public system option User 25 - 200 25.60 201 - 500 21.60 501 - 1,000 17.38 1,001 - 3,000 15.95 3,001 - 5,000 12.64 5,001+ 10.54 SAP Analytics Cloud for planning, standard edition, public system option User 10 - 200 72.85 201 - 500 57.98 501 - 1,000 46.70 1,001+ 41.57 SAP Analytics Cloud for planning, professional edition, public system option User 1+ 820.43 SAP Analytics Cloud, test tenant, public system option User 20+ 47.05 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 54  Packet Pg. 392 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 18 of 31 Table 3: SAP BW Capacity Services Capacity Service Capacity Unit of Measure Block “Standard” Capacity Unit Value Promotion Period 1: Capacity Unit Value Promotion Period 2: Capacity Unit Value SAP BW/4HANA Cloud, base package, private edition3 Tenant 1 35,346.15 27,029.41 30,633.33 SAP BW/4HANA Cloud, additional non-productive, base package, private edition1,2,3 GB Memory 256 8,466.10 6,474.08 7,337.29 SAP Business Planning and Consolidation professional edition for SAP BW/4HANA Cloud (planning only), private edition User 1 166.62 166.62 166.62 SAP Business Planning and Consolidation, professional edition for SAP BW/4HANA Cloud, private edition User 1 244.35 244.35 244.35 SAP Business Planning and Consolidation, standard edition for SAP BW/4HANA Cloud, private edition User 6 - 200 97.09 97.09 97.09 201 - 500 80.91 80.91 80.91 501 - 1000 64.73 64.73 64.73 1001+ 50.10 50.10 50.10 SAP Business Planning and Consolidation standard edition for SAP BW/4HANA Cloud (planning only), private edition User 8 - 200 65.70 65.70 65.70 201 - 500 52.07 52.07 52.07 501 - 1000 41.65 41.65 41.65 1001+ 32.25 32.25 32.25 SAP BW NetWeaver Cloud, base package, private edition3 Tenant 1 35,346.15 27,029.41 30,633.33 SAP BW NetWeaver Cloud, additional non-productive, base package, private edition1,2,3 GB Memory 256 8,466.10 6,474.08 7,337.29 SAP Business Planning and Consolidation professional edition for SAP NetWeaver Cloud (planning only), private edition User 1 166.62 166.62 166.62 SAP Business Planning and Consolidation professional edition for SAP NetWeaver Cloud, private edition User 1 244.35 244.35 244.35 SAP Business Planning and Consolidation standard edition for SAP NetWeaver Cloud, private edition User 6 - 200 97.09 97.09 97.09 201 - 500 80.91 80.91 80.91 501 - 1000 64.73 64.73 64.73 1001+ 50.10 50.10 50.10 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 55  Packet Pg. 393 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 19 of 31 Capacity Service Capacity Unit of Measure Block “Standard” Capacity Unit Value Promotion Period 1: Capacity Unit Value Promotion Period 2: Capacity Unit Value SAP Business Planning and Consolidation standard edition for SAP NetWeaver Cloud (planning only), private edition User 8 - 200 65.70 65.70 65.70 201 - 500 52.07 52.07 52.07 501 - 1000 41.65 41.65 41.65 1001+ 32.25 32.25 32.25 SAP Cloud, memory extension for productive tiers, private edition GB Memory 256 2,950.82 2,256.51 2,557.38 SAP Cloud, memory extension for non-productive tiers, private edition1 GB Memory 256 1,541.61 1,178.88 1,336.07 SAP Cloud, large memory extension for productive tiers, private edition2 GB Memory 1,024 32,035.61 24,497.82 27,764.20 SAP Cloud, large memory extension for non-productive tiers, private edition1,2 GB Memory 1,024 13,881.03 10,614.90 12,030.22 SAP S/4HANA Cloud Private Edition Application Server for Linux, additional production tenant Tenant 1 2,567.07 2,567.07 2,567.07 SAP S/4HANA Cloud Private Edition Application Server for Linux, additional production tenant, upgrade2 GB Memory 64 732.54 732.54 732.54 SAP S/4HANA Cloud Private Edition Application Server for Linux, additional nonproduction tenant1,2 Tenant 1 2,103.39 1,608.48 1,822.94 SAP S/4HANA Cloud Private Edition Application Server for Linux, additional nonproduction tenant, upgrade1,2 GB Memory 64 732.54 732.54 732.54 SAP BI Java Server Cloud, private edition (8 cores) Tenant 1 7,098.49 5,428.26 6,152.03 SAP BI Java Server Cloud, additional non-productive, private edition (8 cores)1,2 GB Memory 32 2,671.76 2,043.11 2,315.52 SAP HANA, EE Cloud, upgrade, private edition 256 GB Memory 1 - 2 16,904.33 16,904.33 16,904.33 3 - 6 12,294.24 12,294.24 12,294.24 7 - 15 9,220.20 9,220.20 9,220.20 16 - 31 6,916.12 6,916.12 6,916.12 32+ 3,586.69 3,586.69 3,586.69 SAP Additional Database Storage, private cloud edition3 GB Storage 128 476.49 387.15 412.96 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 56  Packet Pg. 394 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 20 of 31 Capacity Service Capacity Unit of Measure Block “Standard” Capacity Unit Value Promotion Period 1: Capacity Unit Value Promotion Period 2: Capacity Unit Value SAP Additional File Storage, private cloud edition1,2 GB Storage 128 124.40 95.13 107.82 SAP IQ cold store Cloud, base package, private edition1,2 Tenant 1 7,822.50 7,822.50 7,822.50 SAP IQ cold store Cloud, additional non-productive tier, base package, private edition1,2 Tenant 1 2,537.41 2,537.41 2,537.41 SAP IQ cold store Cloud, upgrade, private edition1,2 GB Storage 512 1,391.12 1,391.12 1,391.12 SAP IQ cold store Cloud, additional non-productive tier, upgrade, private edition1,2 GB Storage 512 738.25 738.25 738.25 SAP IaaS server Linux Cloud, private edition (128GB)1,2 Tenant 1 1,735.53 1,504.13 1,504.13 connection package for productive tiers, private edition Tenant 1 2,658.97 2,033.13 2,304.44 connection package for non- productive tiers, private cloud edition1,2 Tenant 1 1,061.37 811.64 919.85 SAP Profitability and Performance Management Cloud, private edition GB Memory 1 47.60 47.60 47.60 SAP S/4HANA Cloud, disaster recovery, private edition1,2 % of Net Recurring Fee 1 17% 17% 17% RISE with SAP, private edition 99.9% Service Level Agreement (SLA)1,2 % of Net Recurring Fee 1 50.1% 50.1% 50.1% SAP S/4HANA Cloud, 4-hour recovery time objective, private edition1,2 % of Net Recurring Fee 1 5% 5% 5% SAP Business Warehouse Cloud, GxP, private edition1,2 % of Net Recurring Fee 1 11% 11% 11% 1 Not eligible for the SAP S/4HANA Cloud, disaster recovery, private edition or SAP S/4HANA Cloud, 4-hour recovery time objective, private edition Capacity Services 2 Not eligible for the RISE with SAP, private edition 99.9% Service Level Agreement (SLA) Capacity Service. 3Eligible for the SAP Business Warehouse Cloud, GxP, private edition capacity service. SAP BW Capacity Services Promotion: Customers are eligible to subscribe to the SAP BW Capacity Services Promotion during the “Promotion Periods” as indicated in Table 3 of this Attachment A. “Promotion Period 1” is valid through and including December 31, 2025. “Promotion Period 2” is valid from January 1, 2026 through and including Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 57  Packet Pg. 395 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 21 of 31 December 31,2026. So long as the applicable Order Form Effective Date is a date within a Promotion Period, the applicable Promotion Period Capacity Unit Value shall apply for the duration of Customer’s Initial Subscription Term. After Customer’s Initial Subscription Term expires, the applicable Promotion Period Capacity Unit Value terminates and will adjust to the “Standard” Capacity Unit Value. For the purposes of the SAP BW Capacity Services, the “Standard” Capacity Unit Value refers to the non-promotional rate charged for the applicable SAP BW Capacity Services. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 58  Packet Pg. 396 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 22 of 31 Table 4: SAP Databricks Capacity Services Capacity Service Hyper- scaler Region Capacity Unit of Measure Block “Standard” Capacity Unit Value Promotion Period (valid through April 30, 2026): Capacity Unit Value Enterprise SAP Automated Serverless Compute AWS AP (Seoul) DBU 1 0.888 0.533 Enterprise SAP Automated Serverless Compute AWS AP (Singapore) DBU 1 0.888 0.533 Enterprise SAP Automated Serverless Compute AWS AP (Tokyo) DBU 1 0.888 0.533 Enterprise SAP Automated Serverless Compute AWS Europe (Frankfurt) DBU 1 0.888 0.533 Enterprise SAP Automated Serverless Compute AWS US East (N. Virginia) DBU 1 0.799 0.48 Enterprise SAP Public Connectivity Data Processed AWS AP (Seoul) GB 1 0.105 0.063 Enterprise SAP Public Connectivity Data Processed AWS AP (Singapore) GB 1 0.105 0.063 Enterprise SAP Public Connectivity Data Processed AWS AP (Tokyo) GB 1 0.111 0.067 Enterprise SAP Public Connectivity Data Processed AWS Europe (Frankfurt) GB 1 0.093 0.056 Enterprise SAP Public Connectivity Data Processed AWS US East (N. Virginia) GB 1 0.08 0.048 Enterprise SAP Private Connectivity Endpoint AWS AP (Seoul) Hour 1 0.024 0.015 Enterprise SAP Private Connectivity Endpoint AWS AP (Singapore) Hour 1 0.024 0.015 Enterprise SAP Private Connectivity Endpoint AWS AP (Tokyo) Hour 1 0.025 0.015 Enterprise SAP Private Connectivity Endpoint AWS Europe (Frankfurt) Hour 1 0.022 0.014 Enterprise SAP Private Connectivity Endpoint AWS US East (N. Virginia) Hour 1 0.018 0.011 Enterprise SAP Databricks Storage AWS AP (Seoul) DSU 1 0.045 0.027 Enterprise SAP Databricks Storage AWS AP (Singapore) DSU 1 0.045 0.027 Enterprise SAP Databricks Storage AWS AP (Tokyo) DSU 1 0.045 0.027 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 59  Packet Pg. 397 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 23 of 31 Capacity Service Hyper- scaler Region Capacity Unit of Measure Block “Standard” Capacity Unit Value Promotion Period (valid through April 30, 2026): Capacity Unit Value Enterprise SAP Databricks Storage AWS Europe (Frankfurt) DSU 1 0.045 0.027 Enterprise SAP Databricks Storage AWS US East (N. Virginia) DSU 1 0.041 0.025 Enterprise SAP Inter-Availability Zone Egress AWS Global GB 1 0.018 0.011 Enterprise SAP Inter-Region Egress From AWS AP (Seoul) GB 1 0.143 0.086 Enterprise SAP Inter-Region Egress From AWS AP (Singapore) GB 1 0.16 0.096 Enterprise SAP Inter-Region Egress From AWS AP (Tokyo) GB 1 0.16 0.096 Enterprise SAP Inter-Region Egress From AWS Europe (Frankfurt) GB 1 0.036 0.022 Enterprise SAP Inter-Region Egress From AWS US East (N. Virginia) GB 1 0.036 0.022 Enterprise SAP Interactive Serverless Compute AWS AP (Seoul) DBU 1 1.776 1.066 Enterprise SAP Interactive Serverless Compute AWS AP (Singapore) DBU 1 1.864 1.119 Enterprise SAP Interactive Serverless Compute AWS AP (Tokyo) DBU 1 1.864 1.119 Enterprise SAP Interactive Serverless Compute AWS Europe (Frankfurt) DBU 1 1.776 1.066 Enterprise SAP Interactive Serverless Compute AWS US East (N. Virginia) DBU 1 1.687 1.013 Enterprise SAP Internet Egress From AWS AP (Seoul) GB 1 0.224 0.135 Enterprise SAP Internet Egress From AWS AP (Singapore) GB 1 0.214 0.129 Enterprise SAP Internet Egress From AWS AP (Tokyo) GB 1 0.203 0.122 Enterprise SAP Internet Egress From AWS Europe (Frankfurt) GB 1 0.16 0.096 Enterprise SAP Internet Egress From AWS US East (N. Virginia) GB 1 0.16 0.096 Enterprise SAP Model Serving AWS AP (Seoul) DBU 1 0.153 0.092 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 60  Packet Pg. 398 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 24 of 31 Capacity Service Hyper- scaler Region Capacity Unit of Measure Block “Standard” Capacity Unit Value Promotion Period (valid through April 30, 2026): Capacity Unit Value Enterprise SAP Model Serving AWS AP (Singapore) DBU 1 0.157 0.095 Enterprise SAP Model Serving AWS AP (Tokyo) DBU 1 0.16 0.096 Enterprise SAP Model Serving AWS Europe (Frankfurt) DBU 1 0.15 0.09 Enterprise SAP Model Serving AWS US East (N. Virginia) DBU 1 0.125 0.075 Enterprise SAP Model Training AWS AP (Seoul) DBU 1 1.509 0.906 Enterprise SAP Model Training AWS AP (Singapore) DBU 1 1.509 0.906 Enterprise SAP Model Training AWS AP (Tokyo) DBU 1 1.509 0.906 Enterprise SAP Model Training AWS Europe (Frankfurt) DBU 1 1.385 0.831 Enterprise SAP Model Training AWS US East (N. Virginia) DBU 1 1.154 0.693 Enterprise SAP Private Connectivity Data Processed AWS Global GB 1 0.018 0.011 Enterprise SAP Serverless SQL Compute AWS AP (Seoul) DBU 1 1.687 1.013 Enterprise SAP Serverless SQL Compute AWS AP (Singapore) DBU 1 1.563 0.938 Enterprise SAP Serverless SQL Compute AWS AP (Tokyo) DBU 1 1.776 1.066 Enterprise SAP Serverless SQL Compute AWS Europe (Frankfurt) DBU 1 1.616 0.97 Enterprise SAP Serverless SQL Compute AWS US East (N. Virginia) DBU 1 1.243 0.746 Enterprise SAP Enhanced Security and Compliance - for Workspaces AWS Global % of all SAP Databrick s Capacity Unit value 1 15% 15% Enterprise SAP Anthropic Model Serving AWS Global DBU 1 0.125 0.075 Object Storage for SAP Databricks ALL Global TB Storage per hour 1 0.103 0.103 Object Store Requests for SAP Databricks ALL Global API Calls 1,000 0.026 0.026 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 61  Packet Pg. 399 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 25 of 31 SAP Databricks Capacity Services Promotion: Customers are eligible to subscribe to the SAP Databricks Capacity Services Promotion during the “Promotion Period” as indicated in Table 4 of this Attachment A. The “Promotion Period” is valid from the start of the SAP Databricks Capacity Service consumption through and including April 30, 2026 at which time the Promotion Period terminates and adjusts to the “Standard” Capacity Unit Value. For the purposes of the SAP Databricks Capacity Services, the “Standard” Capacity Unit Value refers to the non -promotional rate charged for the applicable SAP Databricks Capacity Services. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 62  Packet Pg. 400 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 26 of 31 ATTACHMENT B to SAP Business Data Cloud Supplemental Terms and Conditions Service Level Agreement for SAP BW Capacity Services This Service Level Agreement applies solely to the SAP BW Capacity Services. 1. DEFINITIONS 1.1. “Agreed Downtime” means any downtime requested by SAP or Customer and mutually agreed by the parties. 1.2. “Business Day” means any day from Monday to Friday with the exception of the public holidays observed at Customer’s address identified in the Order Form. 1.3. “Computing Environment” means the data center facilities, servers, networking equipment, operating systems, and data storage mechanisms selected and used by SAP to provide the SAP BW Capacity Service(s) for the Customer and includes the productive Computing Environment (“PRD”), and any other Computing Environment used for non-productive purposes (“NON-PRD”), as agreed in the Order Form. 1.4. “Credit” means 2% of the Monthly Capacity Unit Value consumed for the affected SAP BW Capacity Service(s) for each 1% below the SA SLA, not to exceed 100% of the Capacity Unit Value consumed by the Customer for the relevant Month for the affected SAP BW Capacity Service(s), but subject to section 5 of this Service Level Agreement. 1.5. “Downtime” means the Total Minutes in the Month during which the SAP BW Capacity Service does not respond to a request from SAP’s Point of Demarcation for the data center providing the Capacity Service, excluding Excluded Downtime. 1.6. “Emergency Downtime” means downtime during emergency patch deployment and emergency operating system upgrades as described in the Attachment C. 1.7. “Excluded Downtime” means the Total Minutes in the Month attributable to: Scheduled Downtime; or Agreed Downtime; or Emergency Downtime; or downtime caused by factors outside of SAP’s reasonable control such as unpredictable and unforeseeable events that could not have been avoided even if reasonable care had been exercised (see examples in Section 2); or downtime of a NON-PRD system caused by using the NON- PRD for failover/to repair to a PRD system. 1.8. “Incident” means unplanned interruptions or material reduction in service quality to the Computing Environment that is reported by Authorized Users. 1.9. “Incident Reaction Time” means the amount of time (e.g. in hours or minutes) between when the SAP Support Level 1 organization is notified of the Customer-reported Incident and the first action is taken by an SAP support person, familiar with the Customer’s environment, to repair the Incident. 1.10. “Local Time” means the time zone in Customer’s address identified in the Order Form. 1.11. “Month” means a calendar month. 1.12. “Scheduled Downtime” means downtime scheduled at a mutually agreed time as described in the Attachment C. 1.13. “System” means one or more interrelated and interdependent components such as databases, servers, networks, load balancers, web dispatchers, tenants, etc. which when taken as a whole are used to operate a tier. Each combination of components used within each tier is equivalent to one System. System Availability Percentage is measured at the tier level. 1.14. “System Availability Percentage” for each System is calculated and defined as follows: =(Total Minutes in the Month− Downtime Total Minutes in the Month )∗100 Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 63  Packet Pg. 401 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 27 of 31 1.15. “System Availability Service Level” or “SA SLA” means the applicable System Availability Percentage specified below during each Month for the Computing Environment (and Server for Server Provisioning, if applicable) after System handover to the Customer: a) 99.7% System Availability Percentage for productive environments (PRD) unless a higher System Availability Percentage is identified in the Order Form; b) 95.0% System Availability Percentage for non-productive environments (NON-PRD) unless a higher System Availability Percentage is identified in the Order Form. 1.16. “Total Minutes in the Month” are measured 24 hours at 7 days a week during a Month. 2. SYSTEM AVAILABILITY 2.1. The SA SLA shall not apply to Customer-provided software unless otherwise expressly set forth in the Order Form. 2.2. Excluded Downtime includes downtime caused by factors outside of SAP’s reasonable control include, but is not limited to the following: 2.3. Customer’s failure to meet Customer’s responsibilities as set forth in the Agreement. 2.4. Downtime caused by Customer. 2.5. Interruptions as a result of requirements stipulated by a third-party manufacturer of the Customer-provided software. 2.6. Interruptions or shutdowns of the Computing Environment, or portions thereof resulting from the quality of the Customer-provided software and/or Customer’s customizations or modifications of the Customer-provided software or Computing Environment (or Servers for Server Provisioning), unless this is the responsibility of SAP under this Agreement. 2.7. Restore times of user data (recovery of database data from a media backup) where SAP was not the root cause for the required restoration. 3. BACKUP AND COMPUTING ENVIRONMENT INCIDENT REACTION TIME Description Computing Environment Service Levels Backup Frequency and retention period for Databases PRD Daily full backup and log file backup per SAP product standard. 30 days retention time. Backup of the PRD will be replicated to an alternate data center or location. NON-PRD Weekly full backup and log file backup per SAP product standard. 14 days retention time. Backup of the NON-PRD will be replicated to an alternate data center or location. Long Term Backup* PRD and/or NON-PRD Monthly full back up – 1 year retention time Quarterly full back up – 1 year retention time Yearly full back up – up to 5 years retention time Backup Frequency and retention period for File systems PRD Monthly full backup and daily incremental. Two Months retention time. Backup of the PRD will be replicated to an alternate data center or location. NON-PRD Monthly full backup and daily incremental. Two Months retention time. Backup of the NON-PRD will be replicated to an alternate data center or location. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 64  Packet Pg. 402 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 28 of 31 Description Computing Environment Service Levels Incident Reaction Time for Incident Management Incident Priority Very High 20 minutes (7x24) and (i) resolution or (ii) workaround or (iii) action plan within 4hrs for PRD Incident Priority High 2 hours (7x24) for PRD 4 hours [Local Time on Business Days] for NON-PRD Incident Priority Medium 4 hours [Local Time on Business Days] for PRD and NON- PRD Incident Priority Low 1 Business Day for PRD and NON-PRD *Applies if this optional service is purchased in an Order Form. The retention periods for Long Term Backup will end at the earlier of the retention time set forth herein or the end of Customer’s Cloud Service subscription term. 3.1. Incident Priorities. The following priority levels apply to all Incidents (such priority to be assigned by Customer, and which may be re-assigned by SAP based on the criteria below and acting reasonably): 3.1.1. Very High: An Incident should be categorized with the priority "Very High" if the incident reported has very serious consequences for normal business processes or IT processes related to core business processes, and urgent work cannot be performed. This is generally caused by the following circumstances: 3.1.1.1. A PRD system is completely down. 3.1.1.2. The imminent go-live or upgrade is jeopardized. 3.1.1.3. The core business processes of Customer are seriously affected. 3.1.1.4. A workaround is not available. 3.1.1.5. The Incident requires immediate processing because the malfunction may cause serious losses. 3.1.2. High: An Incident should be categorized with the priority "High" if normal business processes are seriously affected. Necessary tasks cannot be performed. This is caused by incorrect or inoperable functions in the Computing Environment that are required immediately. The Incident is to be processed as quickly as possible because a continuing malfunction can seriously disrupt the entire productive business flow. 3.1.3. Medium: An Incident should be categorized with the priority "Medium" if normal business processes are affected. The problem is caused by incorrect or inoperable functions in the Computing Environment. A message should be categorized with the priority "Medium" if normal business transactions are affected. 3.1.4. Low: An Incident should be categorized with the priority "Low" if the problem has little or no effect on normal business processes. The problem is caused by incorrect or inoperable functions in the Computing Environment that are not required daily or are rarely used. 3.2. This section does not apply to Server Provisioning. 3.3. This section shall only apply to Incidents associated with any additional services that Customer orders through a service request for SAP tasks and services applicable to the Computing Environment as identified in documents pertaining to those additional services . 4. SERVICE LEVEL REPORTING 4.1. SAP shall track and report to Customer the Service Levels set forth herein in a monthly summary report. 4.2. In the event that one or more of the Service Levels set forth herein are not met, Customer may notify the assigned SAP account manager and request to analyze the Service Level metric statistics based on the monthly summary report provided by SAP. 4.3. SAP will then promptly: Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 65  Packet Pg. 403 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 29 of 31 4.3.1. determine the root cause or possible root cause of the failure (if known) to meet the Service Level; and 4.3.2. unless failure is excused, develop a corrective action plan, and submit such plan to Customer for written approval (which will not be unreasonably withheld or delayed) and, following Customer’s written approval implement the plan in a reasonable period of time (and in accordance with any agreed timescales). 4.4. If applicable, SAP will provide the specific Credit as described in Section 5 below. 4.5. SAP will be relieved of its obligation to pay any applicable Credits and will not be in breach of the Service Level where the root cause analysis (as reasonably performed by SAP) indicates the failure to meet the relevant Service Level was caused by Customer and shall therefore be treated as Excluded Downtime. In the event that Customer disagrees with the root cause analysis, the parties will discuss the root cause analysis. 5. SERVICE LEVEL FAILURES 5.1. Credits 5.1.1. If SAP fails to meet the applicable SA SLA, Customer is entitled to claim a Credit , which is calculated as the sum of the Credits for NON-PRD, PRD and Server Provisioning (as applicable), for SAP’s failure to meet the respective SA SLA for the affected Capacity Services. Claims for a Credit must be made in good faith through a documented submission of a support case within 30 Business Days after receipt of the monthly SA SLA report. 5.1.2. When Customer’s entitlement of the Credit is confirmed by SAP in writing (email permitted), SAP will apply such Credit to a future invoice relating to the Cloud Service or provide a refund if no future invoice is due under the Agreement. 5.1.3. Customer acknowledges that the Credits are the sole and exclusive remedy for SAP’s failure to meet the specified Service Level, except to the extent prohibited by applicable law. 5.1.4. Customers who have not subscribed to the Capacity Service directly from SAP must claim the Credit from their applicable SAP partner. 5.2. Termination. In the event SAP fails to meet the SA SLA for PRD Computing Environments for (i) 3 consecutive Months, or (ii) 5 or more Months during any 12-month period, Customer may terminate its subscription to the affected Cloud Service by providing SAP with written notice within 30 days of Customer’s receipt of the respective summary monthly report. Termination shall become effective 1 Month after SAP’s receipt of such notice (or any later date set out by Customer in its notice). For the avoidance of dou bt, this termination right shall supersede any and all other termination provision in the GTC for failure to meet an SA SLA, and such termination right from the GTC shall not apply. 6. SERVICE REQUESTS 6.1. Customers may request specific tasks related to the Computing Environment via the SAP Service Request Platform (“Service Request”). To the extent Service Requests are distinct from an Incident, SAP will address Service Requests during the following hours of operations: PRD 24x7 subject to Excluded Downtime NON-PRD 24x5 (Business Days) subject to Excluded Downtime 6.2. The services are provided in English only. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 66  Packet Pg. 404 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 30 of 31 ATTACHMENT C to SAP Business Data Cloud Supplemental Terms and Conditions Maintenance and Additional Support Services for SAP BW Capacity Services This Attachment C Maintenance and Additional Support Services for SAP BW Capacity Services applies solely to the SAP BW Capacity Services. 1. ADDITIONAL SUPPORT SERVICES 1.1. Additional support services are provided beyond those in the Support Schedule for Cloud Services. The additional support services apply to the SAP BW Capacity Services excluding any software to which special support agreements apply exclusively (“Enterprise Support Solutions”). 1.1.1. Continuous Improvement and Innovation a) SAP may make available ABAP source code for SAP software applications included in Enterprise Support Solutions (excluding third-party software) and additionally released and supported function modules. b) Software change management including changed configuration settings or Enterprise Support Solutions software upgrades, is supported, with content, tools, and additional information. 1.1.2. Global Support Backbone a) SAP Notes on SAP’s Customer Support Website document software malfunctions and contain information on how to remedy, avoid and bypass errors. SAP Notes may contain coding corrections. SAP Notes also document related issues, customer questions, and recommen ded solutions (e.g. customizing settings). b) SAP Note Assistant, a tool to install specific corrections and improvements to SAP components, is included. 1.1.3. Mission Critical Support. For Customer custom code built with the SAP development workbench, SAP provides mission-critical support root-cause analysis (Root Cause Analysis for Custom Code), according to the Global Incident Handling process and response levels for priority “very high” and priority “high” cases as set forth in the Support Schedule for Cloud Services. If the Customer custom code is documented according to SAP’s then-current standards available at http://support.sap.com/supportstandards, SAP may provide guidance to assist Customer in issue resolution. 2. MAINTENANCE 2.1. This section describes maintenance activities (“Maintenance”) that include but are not limited to, operating system security patch levels, database and application patches, infrastructure maintenance and other activities. 2.2. Maintenance will be scheduled by SAP in collaboration with Customer and will occur once a month during a 4 - hour window on a weekday and for productive environments on a weekend (“Scheduled Downtime”). SAP will provide Customer at least 7 business days’ advance notice before any Scheduled Downtime. If Customer objects to such Scheduled Downtime within 5 business days of SAP’s notice, SAP and Customer will mutually agree on another reasonable date, time, and duration for Maintenance based on applicable requirements and available resources. If SAP and Customer do not agree on a Scheduled Downtime within 7 business days from the date of SAP’s notice, SAP shall perform Maintenance based on the originally Scheduled Downtime. 2.3. If Customer fails to cooperate with the scheduling and/or performance of Maintenance, recommended by SAP, or in a timely manner, Customer shall be solely responsible for any resulting issues in SAP BW Capacity Services, including unexpected downtime. 2.4. Notwithstanding the foregoing, SAP reserves the right to perform Emergency Maintenance (as defined herein) activities at any time without Customer’s prior consent. SAP will use reasonable efforts to provide Customer with at least 48 hours’ advance notice for Emergency Maintenance. In case of SAP BW Capacity Service Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 67  Packet Pg. 405 of 436  SAP Business Data Cloud Supplement enGLOBAL.v.6-2025 Page 31 of 31 downtime during such Emergency Maintenance, such downtime will be considered “Excluded Downtime” as defined in the SLA for SAP BW Capacity Services (Attachment B). “Emergency Maintenance” is Maintenance that is reasonably necessary to prevent or mitigate circumstances that may otherwise pose a significant impact to the SAP BW Capacity Services, other Capacity Services or to the Cloud Service. 2.5. Customer must request and coordinate with SAP application of security patches with priorities “critical,” “high,” “medium,” or “low” via a service request ticket. Such patches will be applied during Scheduled Downtime or other Agreed Downtime, as defined in the Attachment B. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 68  Packet Pg. 406 of 436  SAP AI Units Supplement enGLOBAL.v.5-2025 Page 1 of 1 SAP AI Units Supplemental Terms and Conditions This Supplement is part of an Agreement between SAP and Customer and applies to SAP AI Units. 1. USAGE METRICS 1.1. The Usage Metric for SAP AI Units is Capacity Unit. 1.2. As defined in the Order Form, a Capacity Unit refers to the number of units available for a given Availability Period and includes a ratio of services consumed via the Cloud Service, calculated using the applicable Per - Unit Factor as set forth in the AI Features Guide. 1.2.1. The Capacity Unit consumption for each Eligible AI Service, as specified in the AI Features Guide, is measured using one of the three methods below: 1.2.2. A “Record” is an individual data object of supported file types ingested by the Cloud Service and/or available for retrieval. 1.2.3. A “Request” is a response or action that uses AI to retrieve information or perform tasks. The number of requests consumed is a measure of the time and effort per use of the AI feature. 1.2.4. A “User” is an individual authorized to use the AI feature. 2. ADDITIONAL TERMS Use of SAP AI Units is subject to the SAP AI Terms, which are hereby incorporated into the Agreement and accessible at https://www.sap.com/about/trust-center/agreements.html. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 69  Packet Pg. 407 of 436  WalkMe Supplement enGLOBAL.v.4-2025 Page 1 of 3 WalkMe Cloud Services Supplemental Terms and Conditions This Supplement is part of an Agreement between SAP and Customer and applies solely to the WalkMe Cloud Services listed below (each individually a “WalkMe Cloud Service”). Each WalkMe Cloud Service is a Cloud Service under the GTC. WalkMe Cloud Services listed under numbers 1 to 12 may also be collectively referred to as WalkMe Premium Cloud Services. 1. WalkMe Premium for finance 2. WalkMe Premium for supply chain 3. WalkMe Premium for SAP Business Network solutions 4. WalkMe Premium for SAP BTP solutions 5. WalkMe Premium for SAP Business Data Cloud 6. WalkMe Premium for SAP CX solutions 7. WalkMe Premium for SAP S/4HANA Cloud Public Edition 8. WalkMe Premium for SAP S/4HANA Cloud Private Edition 9. WalkMe Premium for SAP Signavio solutions 10. WalkMe Premium for SAP LeanIX solutions 11. WalkMe Premium for SAP SuccessFactors HCM 12. WalkMe Premium for SAP Ariba solutions 13. WalkMe Digital Adoption Platform 14. WalkMe Discovery 1. USAGE METRIC 1.1. The Usage Metric for the WalkMe Cloud Services is Active User. “Active User” is any individual who accesses the Cloud Service. Such individual must also qualify as an Authorized User as defined in the GTC. For avoidance of doubt, any individual who views, consumes, is presented with, or otherwise accesses and engages with: (a) SAP Materials provided as part of the WalkMe Cloud Service; and/or (b) the Content (as defined below) shall be deemed an Active User. “Content” means content created by or for Customer and published using WalkMe Cloud Services. 1.2. Except for the WalkMe Cloud Services specified in sections 1.3 and 1.4, Customer shall subscribe to a minimum block of 100 Active Users. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 70  Packet Pg. 408 of 436  WalkMe Supplement enGLOBAL.v.4-2025 Page 2 of 3 1.3. Customer shall subscribe to a minimum block of 500 Active Users for the WalkMe Digital Adoption Platform Cloud Service. 1.4. There is no minimum block subscription requirement for the WalkMe Premium for SAP SuccessFactors HCM, WalkMe Premium for SAP Ariba solutions, or WalkMe Discovery Cloud Services. 1.5. Customer shall implement unique user identification (“UUID”) for Active Users as specified in the Documentation. Failure to implement UUIDs will result in SAP performing a usage calculation based on per- session cookies to calculate the number of Active Users, potentially leading to higher fees and reduced data quality. Customer acknowledges the imprecision and potential adverse effects of cookie -based tracking. 1.6. For the purposes of evaluating Customer’s excess use of a WalkMe Cloud Service, SAP will count all Active Users in the previous 6 (six) full calendar months with the data updated on the first of each month. Any use that exceeds the contractually agreed Usage Metric volume will be considered. 2. ADDITIONAL TERMS 2.1. WalkMe Premium Cloud Services. 2.1.1 Customer acknowledges and agrees that a) a valid subscription to the corresponding SAP Cloud Service(s) is a prerequisite for the use of the respective WalkMe Premium Cloud Service and b) the details of the corresponding SAP Cloud Service(s) are specified in the name of the WalkMe Premium Cloud Service in question and the Documentation. The WalkMe Premium Cloud Service(s) shall be added to the existing Agreement via an amendment. The term of the WalkMe Premium Cloud Service(s) shall be co-terminus with the corresponding SAP Cloud Service subscription, unless otherwise specified in the amendment. 2.1.2 Customer is authorized to use such WalkMe Premium Cloud Service, SAP Materials, Documentation, and Content only in connection with the corresponding SAP Cloud Service. 2.2. WalkMe Digital Adoption Platform and WalkMe Discovery Cloud Service. 2.2.1 If Customer wishes to access and use WalkMe Digital Adoption Platform Cloud Service and/or WalkMe Discovery Cloud Service in connection with any SAP Cloud Service, then Customer must maintain valid subscriptions to such SAP Cloud Service(s). These SAP Cloud Service subscriptions are not included and must be licensed separately. 2.2.2 Customer may access and use WalkMe Digital Adoption Platform Cloud Service and WalkMe Discovery Cloud Service in connection with a) SAP Cloud Services and b) Permitted Target Applications. "Permitted Target Applications" include any supported software applications that are Customer-developed or third-party applications to which Customer has valid licenses or subscriptions. It is Customer’s sole responsibility to verify that access and use of these Cloud Services on Permitted Target Applications is technically feasible and legally permissible. 2.2.3 Third-party Terms for Permitted Target Applications. For Permitted Target Applications that are subject to third-party license or subscription terms, Customer acknowledges and agrees to comply with all terms and conditions, including but not limited to, any applicable license agreements, terms of service, or other contractual obligations. Customer is solely responsible for compliance with such third-party terms. SAP is not responsible, without limitation, for any infringement of any third-party rights or terms resulting from Customer’s use of the WalkMe Digital Adoption Platform Cloud Service and WalkMe Discovery Cloud Service with Permitted Target Applications. 2.3. AI Technology. AI Technology provided with the WalkMe Cloud Services is subject to the SAP AI Terms accessible at https://www.sap.com/about/trust-center/agreements.html. 2.4. Personal Data Processing. Customer will not use the analytics capabilities of any WalkMe Cloud Service for any prohibited employee monitoring, other electronic surveillance technique or any violation of anti-wiretap or similar laws and regulations. Customer will reimburse SAP for any damages suffered resulting from Customer’s noncompliance with the usage restrictions mentioned in the preceding sentence. 2.5. Use of Content. Customer may only use the Content in connection with its subscription to the WalkMe Cloud Services. For the avoidance of doubt, the Content may not be distributed or otherwise shared with third partie s other than Active Users for use in connection with the Customer and its Affiliates’ internal business operations. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 71  Packet Pg. 409 of 436  WalkMe Supplement enGLOBAL.v.4-2025 Page 3 of 3 SAP, SAP SE, their Affiliates or licensors own and shall retain all rights, including ownership and IP Rights to the default Content designs and "look and feel" thereof. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 72  Packet Pg. 410 of 436  Support Schedule for Cloud Services enGLOBAL.v.10-2022 Page 1 of 5 SUPPORT SCHEDULE FOR CLOUD SERVICES This Support Schedule is part of the Agreement for Cloud Services between SAP and Customer. 1. DEFINITIONS 1.1. "Go-Live" marks the point in time from when, after set-up of the Cloud Services for Customer, the Cloud Services can be used by Customer for processing real data in live operation mode and for running Customer's internal business operations in accordance with its agreement for such Cloud Services. 1.2. "Local Business Hours" means 8 a.m. (08:00) to 6 p.m. (18:00) Monday to Friday excluding local holidays, in accordance with local time zone applicable to the Customer's address. 1.3. "SAP's Customer Support Website" means SAP's customer facing support website (see: https://support.sap.com unless a different support website is listed in the Agreement or https://support.sap.com/contactus). In selected Cloud Services, support can also be accessed via the application itself. 2. SCOPE OF SUPPORT AND SUCCESS OFFERINGS 2.1. General 2.1.1. SAP offers the following: a) SAP Enterprise Support, cloud editions: Foundational engagement support as part of the Cloud Service with focus on customer interaction and case resolution. b) SAP Preferred Success: An add-on to SAP Enterprise Support, cloud editions that includes strategic guidance, solution-specific best practices and success programs to help drive consumption and value realization. c) SAP Enterprise Support, cloud editions is included in the subscription fees for the Cloud Services stated in the Order Form unless alternative support terms are agreed. SAP Preferred Success may be purchased for eligible Cloud Services for an additional fee, as an add-on to SAP Enterprise Support, cloud editions. SAP Preferred Success is not available, and not provided, for any third-party cloud services purchased through SAP. 2.1.2. Beginning on the effective date of Customer's agreement for Cloud Services, Customer may contact SAP's support organization as the primary point of contact for support services. 2.1.3. Customer Interaction Center languages: SAP provides initial telephone contact for Customer Contacts through the SAP one support phone number "CALL-1-SAP" (see CALL-1-SAP page: https://support.sap.com/contactus) or via other solution specific hotlines in the following languages: English (24x7) and, depending on local office hours and availability, in German, French, Italian, Spanish, Polish, Russian (during European office hours); Japanese, Chinese, Korean, Bahasa (during Asia/Pacific office hours); Portuguese and Spanish (during Latin America office hours). Issues which lead to a support case which is processed by specialized technical or third party support engineers worldwide are handled in English only. 2.2. Mission Critical Support Feature editions 24x7 mission critical upport for P1 and P2 s (English only) case handling by SAP for issues Corrective Action Section 3 below). prioritized case handling and Corrective Targets (as set forth in Section 3 -mission critical upport for P3 and P4 es (English only) (as set nhanced Initial 3 below). Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 73  Packet Pg. 411 of 436  Support Schedule for Cloud Services enGLOBAL.v.10-2022 Page 2 of 5 Feature 24x7 Customer interaction that customers may contact channels described in Section . Enterprise . support backbone 's knowledge database and extranet -to-end supportability cases that occur in integrated SAP Cloud both SAP Cloud Services and SAP support 2.3. Learning and Empowerment Feature itions Remote SAP support content and services (e.g., -the-Expert sessions) in various formats -paced -style SAP's SAP section. demo systems, live sessions instructors, examinations and ertifications specific to the Cloud Service Customer Contacts. -style interactive remote delivery 's discretion. update nformation -service through web and community. 2.4. Collaboration Feature SAP support advisory ervices with -related requests and advise on the . -Mission Critical Support Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 74  Packet Pg. 412 of 436  Support Schedule for Cloud Services enGLOBAL.v.10-2022 Page 3 of 5 Feature Support via web and platform for social business collaboration media-based empowerment documenting the ture , specific to the partner ical guidance and is at SAP's discretion. best -person delivery, uccess plan outlines steps towards 2.5. Innovation and Value Realization Feature rt, cloud editions Proactive checks upport services . Such are delivered remotely upon ustomer request. -led checks, providing best ractices or recommended ). roadmaps -service through web. . -service or request through web for 2 . Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 75  Packet Pg. 413 of 436  Support Schedule for Cloud Services enGLOBAL.v.10-2022 Page 4 of 5 2.6. Application Lifecycle Management Feature Application lifecycle management ("ALM") oftware or online services for application Feature scope and availability details forth on SAP's Customer Support (see: https://support.sap.com/en/alm (see: -rights). livered as part of SAP Enterprise . 3. CUSTOMER RESPONSE LEVELS 3.1. SAP responds to submitted support cases as described in the table below. Priority P1 case should be categorized with the priority very high" if the problem has very serious a) a down; b) the imminent system Go- cannot be completed; c) t processes are seriously affected case requires immediate processing because : Within 1 hour of case submission. : Unless otherwise Target: SAP to provide for cases a resolution; or workaround; or action plan 4 hours. High  case should be categorized with the priority high" if normal business processes are seriously inoperable functions case is to be processed as quickly as : Within 4 hours of case submission 2 hours of case submission for SAP customers. : Unless otherwise 6 hours. Target: SAP to provide for cases resolution; or workaround; or action plan 3 business days for SAP Preferred Success case should be categorized with the priority medium" if normal business processes are : Within 1 business day of case 4 business hours of case SAP Preferred Success : Unless otherwise Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 76  Packet Pg. 414 of 436  Support Schedule for Cloud Services enGLOBAL.v.10-2022 Page 5 of 5 Priority for non-defect Issues and 10 business days for product defect issues. -defect issue is a reported support case that ve a defect in the applicable Cloud , case should be categorized with the priority low" if the problem has little or no effect on processes. The problem is : Within 2 business days of case thin 1 business day of : Unless otherwise ry week. 3.2. The following types of cases are excluded from customer response levels as described above: a) cases regarding a release, version or functionalities of Cloud Services developed specially for Customer (including those developed by SAP Custom Development or by SAP subsidiaries or individual content services); b) the root cause behind the case is not a malfunction but missing functionality (development request); c) the case is a consulting or how-to request. 4. CUSTOMER RESPONSIBILITIES 4.1. Customer Contact 4.1.1. Customer shall designate at least 2 and up to 5 qualified English-speaking contact persons per Cloud Service (each a "Customer Contact"). Customer Contacts include designated support contact, authorized support contact, key user, application administrator or system administrators whose roles within specific Cloud Services are authorized to contact or access the Customer Interaction Center, SAP Support Advisory Services and Mission Critical Support services. 4.1.2. The Customer Contact is responsible for managing all business-related tasks of the Cloud Service related to Customer's business, such as: a) support end users and manage their cases. This includes searching for known solutions in available documentation and liaising with SAP in the event of new problems; b) manage background jobs and the distribution of business tasks across users (if available); c) manage and monitor connections to Customer's third-party systems (if available); d) support the adoption of the Cloud Service. 4.2. Contact Details Customer will provide contact details (in particular, e-mail address and telephone number) by which the Customer Contact or the authorized representative of the Customer Contact can be contacted at any time. Customer will update its Customer Contacts for a Cloud Service through SAP's Customer Support Website. Only authorized Customer Contacts may contact SAP's support organization. 4.3. Cooperation Customer Contact shall reasonably cooperate with SAP to resolve support cases,and will have adequate technical expertise and knowledge of its configuration of the Cloud Services to provide relevant information to enable SAP to reproduce, troubleshoot and resolve the experienced error. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 77  Packet Pg. 415 of 436  Service Level Agreement for SAP Cloud Services enGLOBAL.v.8-2023 Page 1 of 1 SERVICE LEVEL AGREEMENT FOR CLOUD SERVICES 1. DEFINITIONS 1.1. “Credit” means 2% of the Monthly Subscription Fees for the affected subscription-based Cloud Service or the monthly Cloud Credits (as defined in the Order Form) consumed for the affected consumption-based Cloud Service, for each 1% below the System Availability SLA, not to exceed 100% of the fees paid or Cloud Credit consumed by the Customer for the relevant Month for the affected Cloud Service. 1.2. “Downtime” means the Total Minutes in the Month during which the production version of the Cloud Service is not available, except for Excluded Downtimes. 1.3. “Excluded Downtime” means the Total Minutes in the Month attributable to a Maintenance Window; or any Major Upgrade Window for which the Customer has been notified at least 5 business days in advance; or unavailability caused by factors outside of SAP’s reasonable control, such as unpredictable and unforeseeable events that could not have been avoided even if reasonable care had been exercised. 1.4. “Maintenance Window” means the weekly maintenance windows for the Cloud Service identified on https://support.sap.com/maintenance-windows. SAP may update the Maintenance Window from time to time in accordance with the Agreement. 1.5. “Major Upgrade Window” means the extended upgrade maintenance windows for the Cloud Service identified on https://support.sap.com/maintenance-windows. SAP may update the Major Upgrade Window from time to time in accordance with the Agreement. 1.6. “Month” means a calendar month. 1.7. “Monthly Subscription Fees” means the monthly (or 1/12 of the annual fee) subscription fees paid for the applicable Cloud Service which did not meet the System Availability SLA. 1.8. “System Availability Percentage” is calculated and defined as follows: � Total Minutes in the Month−Excluded Downtime − Downtime Total Minutes in the Month−Excluded Downtime �∗100 1.9. “System Availability SLA” means a 99.7% System Availability Percentage during each Month for the production version of the Cloud Service. 1.10. “Total Minutes in the Month” are measured 24 hours at 7 days per week during a Month. 1.11. “UTC” means Coordinated Universal Time standard is the start time for the applicable Maintenance Window and Major Upgrade Window. 2. SYSTEM AVAILABILITY SLA AND CREDITS 2.1. Credit If SAP fails to meet the System Availability SLA for a particular Month, Customer may claim a Credit, which Customer may apply to a future invoice for the Cloud Service that did not meet the System Availability SLA (subject to Sections 2.1.1 and 2.1.2 below). 2.1.1. Claims for a Credit must be made in good faith and through a documented submission of a support case within 30 business days after the end of the relevant Month in which SAP did not meet the System Availability SLA for the Cloud Service. 2.1.2. Customers who have not subscribed to the Cloud Service directly from SAP must claim the Credit from their applicable SAP partner. 2.2. System Availability Report SAP will provide Customer with a monthly report describing the System Availability Percentage for the Cloud Service either by email following a request to Customer’s assigned SAP account manager; through the Cloud Service; or through an online portal made available to Customer, if and when such online portal is available. 3. CHANGES TO WINDOWS 3.1. SAP shall provide Customer 1 month’s advance notice before changing its Maintenance and Major Upgrade Windows (unless such change is a reduction in the duration of the applicable Maintenance or Major Upgrade Windows). If Customer wishes to be notified of changes to Maintenance Windows and Major Upgrade Windows via email, it must subscribe to receive notifications at https://support.sap.com/maintenance-windows. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 78  Packet Pg. 416 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 1 of 9 DATA PROCESSING AGREEMENT FOR CLOUD SERVICES 1. DEFINITIONS 1.1. “Controller” means the natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the processing of Personal Data; for the purposes of this DPA, where Customer acts as processor for another controller, it shall in relation to SAP be deemed as additional and independent Controller with the respective controller rights and obligations under t his DPA. 1.2. “Data Protection Law” means the applicable legislation protecting the fundamental rights and freedoms of persons and their right to privacy with regard to the processing of Personal Data under the Agreement. 1.3. “Data Subject” means an identified or identifiable natural person as defined by Data Protection Law. 1.4. “EEA” means the European Economic Area, namely the European Union Member States along with Iceland, Liechtenstein and Norway. 1.5. “GDPR” means the General Data Protection Regulation 2016/679. 1.6. “My Trust Center” means information available on the SAP support portal (see: https://support.sap.com/en/my-support/trust-center.html) or the SAP agreements website (see: https://www.sap.com/about/trust-center/agreements.html) or any subsequent website(s) made available by SAP to Customer. 1.7. “New SCC Relevant Transfer” means a transfer (or an onward transfer) to a Third Country of Personal Data that is either subject to GDPR or to applicable Data Protection Law and where any required adequacy means under GDPR or applicable Data Protection Law can be met by entering into the New Standard Contractual Clauses. 1.8. “New Standard Contractual Clauses” means the unchanged standard contractual clauses, published by the European Commission, reference 2021/914 or any subsequent final version thereof which shall automatically apply. To avoid doubt Modules 2 and 3 shall apply as set out in Section 8. 1.9. “Personal Data” means any information relating to a Data Subject which is protected under Data Protection Law. For the purposes of the DPA, it includes only personal data which is: a) entered by Customer or its Authorized Users into or derived from their use of the Cloud Service; or b) supplied to or accessed by SAP or its Subprocessors in order to provide support under the Agreement. Personal Data is a sub-set of Customer Data (as defined under the Agreement). 1.10. “Personal Data Breach” means a confirmed: a) accidental or unlawful destruction, loss, alteration, unauthorized disclosure of or unauthorized third -party access to Personal Data; or b) similar incident involving Personal Data, in each case for which a Controller is required under Data Protection Law to provide notice to competent data protection authorities or Data Subjects. 1.11. “Processor” means a natural or legal person, public authority, agency or other body which processes personal data on behalf of the controller, be it directly as processor of a contro ller or indirectly as subprocessor of a processor which processes personal data on behalf of the controller. 1.12. “Schedule” means the numbered Appendix with respect to the Standard Contractual Clauses (2010) and the numbered Annex with respect to the New Standard Contractual Clauses. 1.13. “Standard Contractual Clauses (2010)” means the Standard Contractual Clauses (processors) published by the European Commission, reference 2010/87/EU. 1.14. “Subprocessor” or “sub-processor” means SAP Affiliates, SAP SE, SAP SE Affiliates and third parties engaged by SAP, SAP SE or SAP SE’s Affiliates in connection with the Cloud Service and which process Personal Data in accordance with this DPA. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 79  Packet Pg. 417 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 2 of 9 1.15. “Technical and Organizational Measures” means the technical and organizational measures for the relevant Cloud Service published on My Trust Center (see: https://www.sap.com/about/trust- center/agreements/cloud/cloud-services.html?search=Technical%20Organizational%20Measures ). 1.16. “Third Country” means any country, organization or territory not acknowledged by the European Union under Article 45 of GDPR as a safe country with an adequate level of data protection. 2. BACKGROUND 2.1. Purpose and Application 2.1.1. This document (“DPA”) is incorporated into the Agreement and forms part of a written (including in electronic form) contract between SAP and Customer. 2.1.2. This DPA applies to Personal Data processed by SAP and its Subprocessors in connection with its provision of the Cloud Service. 2.1.3. This DPA does not apply to non-production environments of the Cloud Service if such environments are made available by SAP. Customer shall not store Personal Data in such environments. 2.2. Structure Schedules 1 and 2 are incorporated into and form part of this DPA. They set out the agreed subject-matter, the nature and purpose of the processing, the type of Personal Data, categories of data subjects (Schedule 1) and the applicable Technical and Organizational Measures (Schedule 2). 2.3. Governance 2.3.1. SAP acts as a Processor and Customer and those entities that it permits to use the Cloud Service act as Controllers under the DPA. 2.3.2. Customer acts as a single point of contact and shall obtain any relevant authorizations, consents and permissions for the processing of Personal Data in accordance with this DPA, including, where applicable approval by Controllers to use SAP as a Processor. Where authorizations, consent, instructions or permissions are provided by Customer these are provided not only on behalf of the Customer but also on behalf of any other Controller using the Cloud Service. Where SAP informs or gives notice to Customer, such information or notice is deemed received by those Controllers permitted by Customer to use the Cloud Service. Customer shall forward such information and notices to the relevant Controllers. 2.4. For the avoidance of doubt, nothing in this DPA (including without limitation, Section 1.2 “Data Protection Law”, 1.4 “EEA”, 1.5 “GDPR”, 1.7 “New SCC relevant Transfer”, 1.8 “New Standard Contractual Clauses”, 1.13 “Standard Contractual Clauses (2010)” and Section 1.16 “Third Country” and Section 8, “International Processing” shall be construed as imposing GDPR compliance obligations on Customer in situations w here Customer’s use of the SAP Cloud Services would not otherwise subject Customer to GDPR requirements as a Controller. 3. SECURITY OF PROCESSING 3.1. Applicability of the Technical and Organizational Measures SAP has implemented and will apply the Technical and Organizational Measures. Customer has reviewed such measures and agrees that as to the Cloud Service selected by Customer in the Order Form the measures are appropriate taking into account the state of the art, the costs of implementation, nature, scope, context and purposes of the processing of Personal Data. 3.2. Changes 3.2.1. SAP applies the Technical and Organizational Measures to SAP’s entire customer base hosted out of the same data center or receiving the same Cloud Service. SAP may change the Technical and Organizational Measures at any time without notice so long as it maintains a comparable or better level of security. Individual measures may be replaced by new measures that serve the same purpose without diminishing the security level protecting Personal Data. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 80  Packet Pg. 418 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 3 of 9 3.2.2. SAP will publish updated versions of the Technical and Organizational Measures on My Trust Center and where available Customer may subscribe to receive e-mail notification of such updated versions. 4. SAP OBLIGATIONS 4.1. Instructions from Customer SAP will process Personal Data only in accordance with documented instructions from Customer . The Agreement (including this DPA) constitutes such documented initial instructions and each use of the Cloud Service then constitutes further instructions. SAP will use reasonable efforts to follow any other Customer instructions, as long as they are required by Data Protection Law, technically feasible and do not require changes to the Cloud Service. If any of the before-mentioned exceptions apply, or SAP otherwise cannot comply with an instruction or is of the opinion that an instruction infrin ges Data Protection Law, SAP will immediately notify Customer (email permitted). 4.2. Processing on Legal Requirement SAP may also process Personal Data where required to do so by applicable law. In such a case, SAP shall inform Customer of that legal requirement before processing unless that law prohibits such information on important grounds of public interest. 4.3. Personnel To process Personal Data, SAP and its Subprocessors shall only grant access to authorized personnel who have committed themselves to confidentiality. SAP and its Subprocessors will regularly train personnel having access to Personal Data in applicable data security and data privacy measures. 4.4. Cooperation 4.4.1. At Customer’s request, SAP will reasonably cooperate with Customer and Controllers in dealing with requests from Data Subjects or regulatory authorities regarding SAP’s processing of Personal Data or any Persona l Data Breach. 4.4.2. If SAP receives a request from a Data Subject in relation to the Personal Data processing hereunder, SAP will promptly notify Customer (where the Data Subject has provided information to identify the Customer) via e-mail and shall not respond to such request itself but instead ask the Data Subject to redirect its request to Customer. 4.4.3. In the event of a dispute with a Data Subject as it relates to SAP’s processing of Personal Data under this DPA, the Parties shall keep each other informed and, where appropriate, reasonably co-operate with the aim of resolving the dispute amicably with the Data Subject. 4.4.4. SAP shall provide functionality for production systems that supports Customer's ability to correct, delete or anonymize Personal Data from a Cloud Service, or restrict its processing in line with Data Protection Law. Where such functionality is not provided, SAP will correct, delete or anonymize any Personal Data, or restrict its processing, in accordance with the Customer's instruction and Data Protection Law. 4.5. Personal Data Breach Notification SAP will notify Customer without undue delay after becoming aware of any Personal Data Breach and provide reasonable information in its possession to assist Customer to meet Customer’s obligations to report a Personal Data Breach as required under Data Protection Law. SAP may provide such information in phases as it becomes available. Such notification shall not be interpreted or construed as an admission of fault or liability by SAP. 4.6. Data Protection Impact Assessment If, pursuant to Data Protection Law, Customer (or its Controllers) are required to perform a data protection impact assessment or prior consultation with a regulator, at Customer’s request, SAP will provide such documents as are generally available for the Cloud Service (for example, this DPA, the Agreement, Audit Reports and Certifications). Any additional assistance shall be mutually agreed between the Parties. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 81  Packet Pg. 419 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 4 of 9 5. DATA EXPORT AND DELETION 5.1. Export and Retrieval by Customer During the Subscription Term and subject to the Agreement, Customer can access its Personal Data at any time. Customer may export and retrieve its Personal Data in a standard format. Export and retrieval may be subject to technical limitations, in which case SAP and Customer will find a reasonable method to allow Customer access to Personal Data. 5.2. Deletion Before the Subscription Term expires, Customer may use SAP’s self-service export tools (as available) to perform a final export of Personal Data from the Cloud Service (which shall constitute a "return" of Personal Data). At the end of the Subscription Term, Customer hereby instructs SAP to delete the Personal Data remaining on servers hosting the Cloud Service within a reasonable time period in line with Data P rotection Law (not to exceed 6 months) unless applicable law requires retention. 6. CERTIFICATIONS AND AUDITS 6.1. Customer Audit Customer or its independent third party auditor reasonably acceptable to SAP (which shall not include any third party auditors who are either a competitor of SAP or not suitably qualified or independent) may audit SAP’s control environment and security practices relevant to Personal Data processed by SAP only if: a) SAP has not provided sufficient evidence of its compliance with the Technical and Organizational Measures that protect the production systems of the Cloud Service through providing either: (i) a certification as to compliance with ISO 27001 or other standards (scope as defined in the certificate); or (ii) a valid ISAE3402 or ISAE3000 or other SOC1-3 attestation report. Upon Customer’s request audit reports or ISO certifications are available through the third party auditor or SAP; b) a Personal Data Breach has occurred; c) an audit is formally requested by Customer’s data protection authority; or d) provided under mandatory Data Protection Law conferring Customer a direct audit right and provided that Customer shall only audit once in any 12 month period unless mandatory Data Protection Law requires more frequent audits. 6.2. Other Controller Audit Any other Controller may assume Customer's rights under Section 6.1 only if it applies directly to the Controller and such audit is permitted and coordinated by Customer. Customer shall use all reasonable means to combine audits of multiple other Controllers to avoid multiple audits.unless the audit must be undertaken by the other Controller itself under Data Protection Law. If several Controllers whose Personal Data is processed by SAP on the basis of the Agreement require an audit, Customer shall use all reasonable means to combine the audits and to avoid multiple audits. 6.3. Scope of Audit Customer shall provide at least 60 days advance notice of any audit unless mandatory Data Protection Law or a competent data protection authority requires shorter notice. The frequency and scope of any audits shall be mutually agreed between the parties acting reasonably and in good faith. Customer audits shall be limited in time to a maximum of 3 business days. Beyond such restrictions, the parties will use current certifications or other audit reports to avoid or minimize repetitive audits. Customer shall provide the results of any audit to SAP. 6.4. Cost of Audits Customer shall bear the costs of any audit unless such audit reveals a material breach by SAP of this DPA, then SAP shall bear its own expenses of an audit. If an audit determines that SAP has breached its obligations under the DPA, SAP will promptly remedy the breach at its own cost. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 82  Packet Pg. 420 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 5 of 9 7. SUBPROCESSORS 7.1. Permitted Use SAP is granted a general authorization to subcontract the processing of Personal Data to Subprocessors, provided that: a) SAP or SAP SE on its behalf shall engage Subprocessors under a wr itten (including in electronic form) contract consistent with the terms of this DPA in relation to the Subprocessor’s processing of Personal Data. SAP shall be liable for any breaches by the Subprocessor in accordance with the terms of this Agreement; b) SAP will evaluate the security, privacy and confidentiality practices of a Subprocessor prior to selection to establish that it is capable of providing the level of protection of Personal Data required by this DPA; and c) SAP’s list of Subprocessors in place on the effective date of the Agreement is published by SAP on My Trust Center or SAP will make it available to Customer upon request, including the name, address and role of each Subprocessor SAP uses to provide the Cloud Service. 7.2. New Subprocessors SAP’s use of Subprocessors is at its discretion, provided that: a) SAP will inform Customer in advance (by email or by posting on the My Trust Center) of any intended additions or replacements to the list of Subprocessors including name, address and role of the new Subprocessor; and b) Customer may object to such changes as set out in Section 7.3. 7.3. Objections to New Subprocessors 7.3.1. If Customer has a legitimate reason under Data Protection Law to object to the new Subprocessors’ processing of Personal Data, Customer may terminate the Agreement (limited to the Cloud Service for which the new Subprocessor is intended to be used) on writ ten notice to SAP. Such termination shall take effect at the time determined by the Customer which shall be no later than 30 days from the date of SAP’s notice to Customer informing Customer of the new Subprocessor. If Customer does not terminate within this 30 day period, Customer is deemed to have accepted the new Subprocessor. 7.3.2. Within the 30 day period from the date of SAP’s notice to Customer informing Customer of the new Subprocessor, Customer may request that the parties discuss in good faith a resolution to the objection. Such discussions shall not extend the period for termination and do not affect SAP’s right to use the new Subprocessor(s) after the 30 day period. 7.3.3. Any termination under this Section 7.3 shall be deemed to be without fault by either party and shall be subject to the terms of the Agreement. 7.4. Emergency Replacement SAP may replace a Subprocessor without advance notice where the reason for the change is outside of SAP’s reasonable control and prompt replacement is required for security or other urgent reasons. In this case, SAP will inform Customer of the replacement Subprocessor as soon as possible following its appointment. Section 7.2 applies accordingly. 8. INTERNATIONAL PROCESSING 8.1. Conditions for International Processing SAP shall be entitled to process Personal Data, including by using Subprocessors, in accordance with this DPA outside the country in which the Customer is located as permitted under Data Protection Law. 8.2. Applicability of the Standard Contractual Clauses (2010) 8.2.1. Where, for the period up to and including 26 September 2021, Personal Data of a Controller that is subject to GDPR is processed in a Third Country, or where Personal Data of a Swiss or United Kingdom based Controller Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 83  Packet Pg. 421 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 6 of 9 or another Controller is processed in a Third Country and such international processing requires an adequacy means under the laws of the country of the Controller and the required adequacy means can be met by entering into Standard Contractual Clauses (2010), then: a) SAP and Customer enter into the Standard Contractual Clauses (2010); b) Customer joins the Standard Contractual Clauses (2010) entered into by SAP or SAP SE and the Subprocessor as an independent owner of rights and obligations; or c) other Controllers whose use of the Cloud Services has been authorized by Customer under the Agreement may also enter into Standard Contractual Clauses (2010) with SAP or the relevant Subprocessors in the same manner as Customer in accordance with Section 8.2.1 a) and b) above. In such case, Customer will enter into the Standard Contractual Cl auses (2010) on behalf of the other Controllers. 8.2.2. The Standard Contractual Clauses (2010) shall be governed by the law of the country in which the relevant Controller is established. 8.2.3. Where applicable Data Protection Law adopts the New Standard Contractual Clauses as meeting any required adequacy means as an alternative or update to the Standard Contractual Clauses (2010) then the New Standard Contractual Clauses shall apply in accordance with Section 8.3. 8.3. Applicability of New Standard Contractual Clauses 8.3.1. The following shall apply with effect from 27 September 2021 and shall solely apply in respect of New SCC Relevant Transfers: 8.3.1.1. Where SAP is not located in a Third Country and acts as a data exporter, SAP (or SAP SE on its behalf) has entered in to the New Standard Contractual Clauses with each Subprocessor as the data importer. Module 3 (Processor to Processor) of the New Standard Contractual Clauses shall apply to such New SCC Relevant Transfers. 8.3.1.2. Where SAP is located in a Third Country: SAP and Customer hereby enter into the New Standard Contractual Clauses with Customer as the data exporter and SAP as the data importer which shall apply as follows: a) Module 2 (Controller to Processor) shall apply where Customer is a Controller; and b) Module 3 (Processor to Processor) shall apply where Customer is a Processor. Where Customer acts as Processor under Module 3 (Processor to Processor) of the New Standard Contractual Clauses, SAP acknowledges that Customer acts as Processor under the instructions of its Controller(s). 8.3.2. Other Controllers or Processors whose use of the Cloud Services has been authorized by Customer under the Agreement may also enter into the New Standard Contractual Clauses with SAP in the same manner as Customer in accordance with Section 8.3.1.28.3.1.2 above. In such case, Customer enters into the New Standard Contractual Clauses on behalf of the other Controllers or Processors. 8.3.3. With respect to a New SCC Relevant Transfer, on request from a Data Subject to the Customer, Customer may make a copy of Module 2 or 3 of the New Standard Contractual Clauses entered into between Customer and SAP (including the relevant Schedules), available to Data Subjects. 8.3.4. The governing law of the New Standard Contractual Clauses shall be the law of Germany. 8.4. Relation of the Standard Contractual Clauses to the Agreement Nothing in the Agreement shall be construed to prevail over any conflicting clause of the Standard Contractual Clauses (2010) or the New Standard Contractual Clauses. For the avoidance of doubt, where this DPA further specifies audit and Subprocessor rules, such specifications also apply in relation to the Standard Contractual Clauses (2010) and the New Standard Contractual Clauses. 8.5. Third Party Beneficiary Right under the New Standard Contractual Clauses Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 84  Packet Pg. 422 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 7 of 9 8.5.1. Where Customer is located in a Third Country and acting as a data importer under Module 2 or Module 3 of the New Standard Contractual Clauses and SAP is acting as Customer’s sub-processor under the applicable Module, the respective data exporter shall have the following third party beneficiary right: 8.5.2. In the event that Customer has factually disappeared, ceased to exist in law or has become insolvent (in all cases without a successor entity that has assumed the legal obligations of the Customer by contract or by operation of law), the respective data exporter shall have the right to terminate the affected Cloud Service solely to the extent that the data exporter’s Personal Data is processed. In such event, the respective data exporter also instructs SAP to erase or return the Personal Data. 9.DOCUMENTATION; RECORDS OF PROCESSING 9.1. Each party is responsible for its compliance with its documentation requirements, in particular maintaining records of processing where required under Data Protection Law. Each party shall reasonably assist the other party in its documentation requirements, including providing the information the other party needs from it in a manner reasonably requested by the other party (such as using an electronic system), in order to enable the other party to comply with any obligations relating to maintaining records of processing. Schedule 1 Description of the Processing This Schedule 1 applies to describe the Processing of Personal Data for the purposes of the Standard Contractual Clauses (2010), New Standard Contractual Clauses and applicable Data Protection Law. 1.A. LIST OF PARTIES 1.1. Under the Standard Contractual Clauses (2010) 1.1.1. Data Exporter The data exporter under the Standard Contractual Clauses (2010) is the Customer who subscribed to a Cloud Service that allows Authorized Users to enter, amend, use, delete or otherwise process Personal Data. Where the Customer allows other Controllers to also use the Cloud Service, these other Controllers are also data exporters. 1.1.2. Data Importer SAP and its Subprocessors that provide and support the Cloud Service are data importers under the Standard Contractual Clauses (2010). 1.2. Under the New Standard Contractual Clauses 1.2.1. Module 2: Transfer Controller to Processor Where SAP is located in a Third Country, Customer is the Controller and SAP is the Processor, then Customer is the data exporter and SAP is the data importer. 1.2.2. Module 3: Transfer Processor to Processor Where SAP is located in a Third Country, Customer is a Processor and SAP is a Processor, then Customer is the data exporter and SAP is the data importer. 2.B. DESCRIPTION OF TRANSFER 2.1. Data Subjects Unless provided otherwise by the data exporter, transferred Personal Data relates to the following categories of Data Subjects: employees, contractors, business partners or other individuals having Personal Data stored in the Cloud Service, transmitted to, made available to, accessed or otherwise processed by the data importer. 2.2. Data Categories The transferred Personal Data concerns the following categories of data: Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 85  Packet Pg. 423 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 8 of 9 Customer determines the categories of data per Cloud Service subscribed. Customer can configure the data fields during implementation of the Cloud Service or as otherwise provided by the Cloud Service. The transferred Personal Data typically relates to the following categories of data: name, phone numbers, e -mail address, address data, system access / usage / authorization data, company name, contract data, invoice data, plus any application-specific data that Authorized Users enter into the Cloud Service and may include bank account data, credit or debit card data. 2.3. Special Data Categories (if agreed) 2.3.1. The transferred Personal Data may comprise special categories of personal data set out in the Agreement (“Sensitive Data”). SAP has taken Technical and Organizational Measures as set out in Schedule 2 to ensure a level of security appropriate to protect also Sensitive Data. 2.3.2. The transfer of Sensitive Data may trigger the application of the follo wing additional restrictions or safeguards if necessary to take into consideration the nature of the data and the risk of varying likelihood and severity for the rights and freedoms of natural persons (if applicable): a)training of personnel; b)encryption of data in transit and at rest; c)system access logging and general data access logging. 2.3.3. In addition, the Cloud Services provide measures for handling of Sensitive Data as described in the Documentation. 2.4. Purposes of the data transfer and further processing; Nature of the processing 2.4.1. The transferred Personal Data is subject to the following basic processing activities: a)use of Personal Data to set up, operate, monitor and provide the Cloud Service (including operational and technical support); b)continuous improvement of service features and functionalities provided as part of the Cloud Service including automation, transaction processing and machine learning; c)provision of embedded Professional Services; d)communication to Authorized Users; e)storage of Personal Data in dedicated data centers (multi-tenant architecture); f)release, development and upload of any fixes or upgrades to the Cloud Service; g)back up and restoration of Personal Data stored in the Cloud Service; h)computer processing of Personal Data, including data transmission, data retrieval, data access ; i)network access to allow Personal Data transfer; j)monitoring, troubleshooting and administering the underlying Cloud Service infrastructure and database ; k)security monitoring, network-based intrusion detection support, penetration testing; and l)execution of instructions of Customer in accordance with the Agreement. 2.4.2. The purpose of the transfer is to provide and support the Cloud Service. SAP and its Subprocessors may support the Cloud Service data centers remotely. SAP and its Subprocessors provide support when a Customer submits a support ticket as further set out in the Agreement. 2.5. Additional description in respect of the New Standard Contractual Clauses: 2.5.1. Applicable Modules of the New Standard Contractual Clauses a)Module 2: Transfer Controller to Processor b)Module 3: Transfer Processor to Processor 2.5.2. For transfers to (sub-) processors, also specify subject matter, nature and duration of the processing Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 86  Packet Pg. 424 of 436  Data Processing Agreement for Cloud Services enGLOBAL.v.8-2021 (GSA Indirect 9-18-23) Page 9 of 9 In respect of the New Standard Contractual Clauses, transfers to Subprocessors shall be on the same basis as set out in the DPA. 2.5.3. The frequency of the transfer (e.g. whether the data is transferred on a one-off or continuous basis). Transfers shall be made on a continuous basis. 2.5.4. The period for which the personal data will be retained, or, if that is not possible, the criteria used to determine that period. Personal Data shall be retained for the duration of the Agreement and subject to Section 5.2 of the DPA. 3.C. COMPETENT SUPERVISORY AUTHORITY 3.1. In respect of the New Standard Contractual Clauses: 3.1.1. Module 2: Transfer Controller to Processor 3.1.2. Module 3: Transfer Processor to Processor 3.2. Where Customer is the data exporter, the supervisory authority shall be the competent supervisory authority that has supervision over the Customer in accordance with Clause 13 of the New Standard Contractual Clauses. Schedule 2 Technical and Organizational Measures This Schedule 2 applies to describe the applicable technical and organizational measures for the purposes of the Standard Contractual Clauses (2010), New Standard Contractual Clauses and applicable Data Protection Law. SAP will apply and maintain the Technical and Organizational Measures. To the extent that the provisioning of the Cloud Service comprises New SCC Relevant Transfers, the Technical and Organizational Measures set out in Schedule 2 describe the measures and safeguards which have been taken to fully take into consideration the nature of the personal data and the risks involved. If local laws may affect the compliance with the clauses, this may trigger the application of additional safeguards applied during transmission and to the processing of the personal data in the country of destination (if applicable: encryption of data in transit, encryption of data at rest, anonymization, pseudonymization). Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 87  Packet Pg. 425 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 1 of 11 GENERAL TERMS AND CONDITIONS FOR SAP CLOUD SERVICES (for GSA indirect sales) (“Cloud GTC”) 1.DEFINITIONS 1.1. “Affiliate” means any legal entity in which SAP SE or Customer, directly or indirectly, holds more than (fifty percent) 50% of the entity’s shares or voting rights or controls or is under common control with that legal entity. “Control” means the direct or indirect possession of the power to direct or cause the direction of the management and policies of an entity, whether through ownership, by contract or otherwise. Any legal entity will be considered an Affiliate as long as that interest is maintained. 1.2. “Agreement” means the agreement as defined in the applicable Cloud Order Form. For clarity, some services may be performed under a statement of work, which statement of work will be governed by the terms and conditions of this Agreement. 1.3. “Authorized User” means any individual to whom Customer grants access authorization to use the Cloud Service that is an employee, agent, contractor or representative of Customer, Customer's Affiliates, or Customer’s and Customer’s Affiliates’ Business Partners. 1.4. “Business Partner” means a legal entity that requires use of a Cloud Service in connection with Customer’s and its Affiliates’ internal business operations. These may include customers, distributors, service providers or suppliers of Customer and its Affiliates. 1.5. “Cloud Order Form” means the “Cloud Order Form for SAP Cloud Services” concluded between SAP and Reseller that references the Cloud GTC. 1.6. “Cloud Service” means any distinct, hosted, supported and operated on-demand solution provided by SAP to the Customer on behalf of the Reseller, under the Cloud Order Form. 1.7. “Confidential Information” means all information which the disclosing party protects against unrestricted disclosure to others that the disclosing party or its representatives designates as confidential, internal or proprietary at the time of disclosure, or should reasonably be understood to be confidential at the time of disclosure given the nature of the information and the circumstances surrounding its disclosure . 1.8. “Customer” means the entity or individual that has consented to this Agreement by execution of an agreement with Reseller that references this Cloud GTC or by any other legally binding method of acceptance of this Agreement. 1.9. “Customer Data” means any content, materials, data and information that Authorized Users enter into the production system of a Cloud Service or that Customer derives from its use of and stores in the Cloud Service (e.g. Customer-specific reports). Customer Data and its derivatives will not include SAP’s Confidential Information. 1.10. “Documentation” means SAP's then-current technical and functional documentation, relating to the Cloud Services located at https://help.sap.com or which is made available to Customer as part of the Cloud Service, including technical and functional specifications as updated from time to time in accordance with the Agreement. 1.11. “Export Laws” means all applicable import, export control and sanctions laws, including without limitation, the laws of the United States, the EU, and Germany. 1.12. “Feedback” means input, comments or suggestions regarding SAP’s business and technology direction, and the possible creation, modification, correction, improvement or enhancement of the Cloud Service. 1.13. “Intellectual Property Rights” means patents of any type, design rights, utility models or other similar invention rights, copyrights and related rights, trade secret, know-how or confidentiality rights, trademarks, trade names and service marks and any other intangible property rights, whether registered or unregistered, including applications (or rights to apply) and registrations for any of the foregoing, in any country, arising under statutory or common law or by contract and whether or not perfected, now existing or hereafter filed, issued, or acquired. 1.14. “Reseller” means the entity holding the Multiple Award Schedule contract and identified on the Cloud Order Form. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 88  Packet Pg. 426 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 2 of 11 1.15. “Representatives” means a party’s Affiliates, employees, contractors, sub-contractors, legal representatives, accountants, or other professional advisors. 1.16. “SAP” means the entity identified by the Cloud Order Form as providing the Cloud Service to Customer. 1.17. “SAP Materials” means any materials (including statistical reports) provided, developed or made available by SAP or via Reseller (independently or with Customer’s or Reseller’s cooperation) in the course of performance under the Agreement, including in the delivery of any support to Customer. SAP Materials do not include Customer Data, Customer Confidential Information or the Cloud Service. SAP Materials may also be referred to in the Agreement as “Cloud Materials”. 1.18. “SAP SE” means SAP SE, the parent company of SAP. 1.19. “Subscription Term” means the initial subscription term and, if applicable, any renewal subscription term of a Cloud Service identified in the Cloud Order Form. 1.20. “Usage Metric” means the standard of measurement for determining the permitted use for a Cloud Service as set forth in a Cloud Order Form. 2. USAGE RIGHTS AND RESTRICTIONS 2.1. Grant of Rights Subject to Reseller’s payment of all fees due to SAP, SAP grants to Customer on behalf of Reseller, a non- exclusive and non-transferable right to use the Cloud Service (including its implementation and configuration), SAP Materials and Documentation solely for Customer’s and its Affiliates’ internal business operations. Customer may use the Cloud Service world-wide, except from countries where such use is prohibited by Export Laws. Permitted uses and restrictions of the Cloud Service also apply to SAP Materials and Documentation. 2.2. Authorized Users Customer may permit Authorized Users to use the Cloud Service. Usage is limited to the Usage Metrics and volumes stated in the Cloud Order Form. Access credentials for the Cloud Service may not be used by more than one individual, but may be transferred from one individual to another if the original user is no longer permitted to use the Cloud Service. Customer is responsible for breaches of the Agreement caused by Authorized Users. 2.3. Verification of Use Customer will monitor its own use of the Cloud Service and report any use in excess of the Usage Metrics and volume to Reseller. SAP may monitor use to verify compliance with Usage Metrics, volume and the Agreement. SAP will be permitted to forward any data regarding use in excess of the Usage Metrics, volume and the Agreement by Customer to Reseller. Further, such monitoring shall be contingent upon adherence to Customer’s security requirements, including any requirement for personnel to be cleared prior to accessing sensitive IT systems or facilities. If Customer’s security requirements are not met, then upon SAP’s request, Customer will run a self-assessment with tools provided by, and at the direction of SAP to verify Customer’s compliance with the terms of this Agreement. 2.4. Third Party Web Services The Cloud Service may include integrations with web services made available by third parties (other than SAP SE or its Affiliates) that are accessed through the Cloud Service and subject to terms and conditions with those third parties. These third party web services are not part of the Cloud Service and the Agreement does not apply to them. SAP is not responsible for the content of these third party web services. 2.5. Mobile Access to Cloud Service Authorized Users may access certain Cloud Services through mobile applications obtained from third -party websites such as Android or Apple app store. The use of mobile applications may be governed by the terms and conditions presented upon download/access to the mobile application and not by the terms of the Agreement. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 89  Packet Pg. 427 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 3 of 11 2.6. On-Premise Components The Cloud Service may include on-premise components that can be downloaded and installed (including updates) by Customer. The System Availability SLA does not apply to these components. Customer may only use the on-premise components during the Subscription Term. 3. SAP RESPONSIBILITIES 3.1. Provisioning SAP provides access to the Cloud Service as described in the Agreement. SAP makes the Cloud Service available and is responsible for its operation. 3.2. Support SAP provides support for the Cloud Service as referenced in the Cloud Order Form. 3.3. Security SAP will implement and maintain appropriate technical and organizational measures to protect the personal data processed by SAP as part of the Cloud Service as described in the Data Processing Agreement incorporated in the Cloud Order Form in compliance with applicable data protection law. 3.4. Modifications 3.4.1. Scope SAP may modify the Cloud Service (including support services, Maintenance Windows and Major Upgrade Windows), provided that SAP shall not materially degrade the core functionality of the Cloud Service during the Subscription Term. Any such modifications will not restrict or reduce the capabilities in existence at the time of execution of this Agreement without written concurrence from the Government Contracting Officer. 3.4.2. Modification Notices SAP shall provide Customer with reasonable advance notice of modifications to the functionality of the Cloud Service in accordance with Section 13.4, except for any change to a Maintenance Window or Major Upgrade Window which shall be in accordance with the Service Level Agreement. 3.4.3. Customer Termination If the modification materially degrades the Cloud Service and SAP does not provide equivalent functionality, Customer may terminate the Cloud Order Form for the affected Cloud Service by providing written notice to SAP and Reseller within 1 month of SAP’s notice. If SAP does not receive timely notice, Customer is deemed to have accepted the modification. 4. CUSTOMER AND PERSONAL DATA 4.1. Customer Ownership Customer retains all rights in and related to Customer Data. SAP may use Customer provided trademarks solely to provide and support the Cloud Service. 4.2. Customer Data Customer is responsible for Customer Data and entering it into the Cloud Service. Customer grants to SAP (including SAP SE, its Affiliates and subcontractors) a non -exclusive right to process and use Customer Data to provide and support the Cloud Service and as set out in the Agreement. 4.3. Personal Data Customer will collect and maintain all personal data contained in the Customer Data in compliance with applicable data privacy and protection laws. 4.4. Security Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 90  Packet Pg. 428 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 4 of 11 Customer will maintain reasonable security standards for its Authorized Users’ use of the Cloud Service. Customer will not conduct or authorize penetration tests of the Cloud Service without advance approval from SAP. 4.5. Access to Customer Data 4.5.1. During the Subscription Term, Customer can access its Customer Data at any time. Customer may export and retrieve its Customer Data in a standard format. Export and retrieval may be subject to technical limitations, in which case SAP and Customer will find a reasonable method to allow Customer access to Customer Data. 4.5.2. Before the Subscription Term expires, Customer may use SAP’s self-service export tools (as available) to perform a final export of Customer Data from the Cloud Service. 4.5.3. At the end of the Agreement, SAP will delete the Customer Data remaining on servers hosting the Cloud Service unless applicable law requires retention. Retained data is subject to the confidentiality provisions of the Agreement. 4.5.4. In the event of third party legal proceedings relating to Customer Data, SAP will cooperate with Customer and comply with applicable law (both at Customer’s expense) with respect to handling of Customer Data. 5. RESELLER RELATIONSHIP, PRICES AND PAYMENT 5.1. Intentionally left blank 5.2. Intentionally left blank 5.3. Independence of Reseller Reseller is not an agent of SAP. Reseller is an independent entity with no authority to bind SAP or to make representations or warranties on SAP’s behalf. SAP will not be liable for reasonably relying on the accuracy and reliability of written information provided by Reseller. Customer acknowledges and agrees that the Reseller through which Customer has arranged for the procurement of the Cloud Services is not an agent of SAP. 5.4. No Representations or Warranties SAP makes no representations or warranties as to Reseller, any authorized distributor or other reseller, or any other third party, or related to the performance of their products or services, and fully disclaims any such warranties in accordance with Section 7. 5.5 Payment Customer shall pay to Reseller on behalf of SAP the fees for the Cloud Service provided hereunder, in the amount as set forth in the agreement between Reseller and Customer, in accordance with the terms of the Cloud Order Form. 5.6 Renewal Term The fees set forth in the Cloud Order Form will be fixed for the committed subscription term. Following the subscription term of a Cloud Order Form, the subscription may be renewed for one (1) year subscription terms (each, as applicable, a “Renewal Term”) subject to funding and only for the agreed -upon subscription period by executing a written order for the Renewal Term. Pricing is established based upon the GSA Schedule Price List in effect at the time the Renewal Term is entered into. Either party may give the other party written notice (email acceptable) of non-renewal at least thirty (30) days prior to the end of the relevant subscription ter m. 5.7 Additions to Cloud Order Form Customer may add additional Authorized Users or other applicable usage metrics during the term of the Cloud Order Form by executing an addendum or additional schedule with Reseller, as applicable, which shall then become an integral part of the amended Cloud Order Form. The term of each addendum or schedule shall be coterminous with the then-current term of the Cloud Order Form irrespective of the effective date of such addendum and all fees shall be prorated accordingly. Upon renewal of the Cloud Order Form, the term for all Authorized Users or other fee-based metric added to the Cloud Order Form prior to renewal shall be the same as specified in the Cloud Order Form. 5.8 Excess Use Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 91  Packet Pg. 429 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 5 of 11 Customer is responsible for monitoring its use of the Service. Customer shall promptly report to SAP any actual use in excess of the number of Authorized Users (or other applicable usage metric authorized in the Cloud Order Form). SAP shall be entitled to monitor Customer’s number of Authorize d Users (or other applicable usage metric authorized in the Cloud Order Form) regarding usage of the Cloud Service to ensure Customer’s compliance with the Agreement. SAP shall be permitted to forward such data to Reseller. SAP shall invoice Reseller and Customer shall have the opportunity to execute an agreement with Reseller to pay for any usage in excess of the usage metrics set forth in the applicable Cloud Order Form. Such fees shall accrue from the date the excess use began. For the avoidance of doubt, Customer shall not be entitled to claim any reduction of the fees payable under the Cloud Order Form or reduce the Authorized Users (or other applicable usage metric) during the term of a Cloud Order Form or renewal. 5.9 No Cancellation Except as expressly set forth in this Agreement, FAR 52.212-4(l), or the Cloud Order Form, all purchases of subscriptions hereunder are non-cancelable and all fees incurred prior to the termination date are non- refundable. 6. TERM AND TERMINATION 6.1 Term The term of this Agreement begins on the Effective Date set forth in the applicable Cloud Order Form and shall continue in effect as described in the Cloud Order Form. Termination of individual Cloud Order Forms shall leave other Cloud Order Forms unaffected. 6.2 Termination Recourse against the United States for any alleged breach of this Agreement must be made under the terms of the Federal Tort Claims Act or as a dispute under the contract disputes clause (Contract Disputes Act, 41 U.S.C. Chapter 71) as applicable. SAP shall proceed diligently with performance of this Agreement, pending final resolution of any request for relief, claim, appeal, or action arising under the Agreement, and comply with any decision of the Customer. The Agreement shall terminate immediately upon a final judgment obtained under the Contracts Disputes Act terminating the Agreement for Customer's material breach of any provision of the Agreement. SAP may, in its reasonable determination, deactivate Customer’s user name(s) and pass word(s) and/or temporarily suspend access to the Cloud Service or a portion thereof, if and to the extent SAP can substantiate that the continued use of the Cloud Service may result in harm to the Cloud Service (including the security of the systems used to provide the Cloud Service) or other SAP customers, or the rights of third parties, upon prior written notice to Customer as the circumstances permit. 6.3 Effect of Expiration or Termination Upon the effective date of termination, Customer’s access to the Cloud Service will be terminated. Customer shall have the ability to access its Customer Data at any time during the subscription term set forth in the applicable Order Form, unless earlier terminated pursuant to this Article 6. Customer may export and retrieve its Customer Data during a subscription term, which will be subject to technical limitations caused by factors such as (i) the availability of self-service extraction tools compatible with the Cloud Service, (ii) the size of Customer’s instance of the Cloud Service; and (iii) the frequency and/or timing of the export and retrieval. 6.4 Survival Articles 5, 8, 9, 10, 11, 12 and 13 shall survive the expiration or termination of this Agreement. 7. WARRANTIES 7.1. Compliance with Law Each party warrants its current and continuing compliance with all laws and regulations applicable to it in connection with: (a) In the case of SAP, the operation of SAP’s business as it relates to the Cloud Service; and (b) In the case of Customer, Customer Data and Customer’s use of the Cloud Service. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 92  Packet Pg. 430 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 6 of 11 7.2. Good Industry Practices SAP warrants that it will provide the Cloud Service: (a) in substantial conformance with the Documentation; and (b) with the degree of skill and care reasonably expected from a skilled and experienced global supplier of services substantially similar to the nature and complexity of the Cloud Service. 7.3. Remedy 7.3.1. Provided Customer (or Reseller on Customer’s behalf) notifies SAP in writing with a specific description of the Cloud Service’s non-conformance with the warranty in Section 7.2 without undue delay and SAP validates the existence of such non-conformance, SAP will, at its option and in accordance with Section 7.3.3: (a) correct or replace the non-conforming Cloud Service, or (b) if SAP fails to correct the non-conformance after using reasonable commercial efforts, terminate the access to the non-conforming Cloud Service. 7.3.2. The remedies in Section 7.3.1 do not apply to trivial or non-material cases of non-conformance and are Customer’s sole and exclusive remedies and SAP’s entire liability for breach of the warranty under Section 7.2. The written notification of any non-conformance by Customer (or Reseller on Customer’s behalf) must include sufficient detail for SAP to analyze the alleged non-conformance. Customer must provide commercially reasonable assistance to SAP in analyzing and remediating any non-conformance of the Cloud Service. 7.3.3. SAP will consult with Reseller to define a reasonable amount: (a) by which Reseller may reduce the subscription fees for the non-conforming Cloud Services, in case Reseller has not already paid them, or (b) if Reseller has already paid the subscription fees for the non-conforming Cloud Services, which SAP will refund to Reseller to reflect the non-conformance (unless such refund is prohibited by Export Laws). 7.3.4. SAP may fulfill its warranty obligations with Customer or Reseller on Customer’s behalf. To the extent that SAP fulfills its warranty obligations under Section 7.3.3 via Reseller, Customer will not have any claim against SAP for a breach of the warranty in Section 7.2. 7.4. System Availability 7.4.1. SAP warrants to maintain an average monthly system availability for the production system of the Cloud Service as defined in the applicable Service Level Agreement or Supplement (“SLA”). 7.4.2. Customer’s sole and exclusive remedy for SAP’s breach of the SLA is the issuance of a credit as described in the SLA, whereby the service level credit will be calculated based on the non -discounted subscription fee set out in the order form agreed between SAP and Reseller. Customer must notify Reseller in writing (email permitted) within 21 business days after each calendar month in which SAP does not meet the SLA, so that Reseller can follow SAP’s posted credit claim procedure. When the validity of the service credit is confirmed by SAP in writing (email permitted) to Reseller, SAP will issue the credit to Reseller to forward to Customer. 7.5. Warranty Exclusions The warranties in Sections 7.2 and 7.4 will not apply if: (a) the Cloud Service is not used in accordance with the Agreement or Documentation; (b) any non-conformity is caused by Reseller, Customer, another third party, or by any product, database, content or service not provided by SAP; or (c) the Cloud Service was provided for no fee or is a trial license of the Cloud Service. 7.6. Disclaimer Except as expressly provided in the Agreement, neither SAP nor its subcontractors make any representation or warranties, express or implied, statutory or otherwise, regarding any matter, including the merchantability, suitability, originality, or fitness for a particular use or purpose, non-infringement or results to be derived from the use of or integration with any products or services provided under the Agreement, or that the operation of any products or services will be secure, uninterrupted or error free. Customer agrees that it is not relying on Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 93  Packet Pg. 431 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 7 of 11 delivery of future functionality, public comments or advertising of SAP or product roadmaps in obtaining subscriptions for any Cloud Service. 8. THIRD PARTY CLAIMS 8.1. Claims Brought Against Customer 8.1.1. SAP will defend Customer against claims brought against Customer and its Affiliates by any third party alleging that Customer’s and its Affiliates’ use of the Cloud Service infringes or misappropriates a patent claim, copyright or trade secret right. SAP will indemnify Customer against all damages finally awarded against Customer (or the amount of any settlement SAP enters into) with respect to these claims. 8.1.2. SAP’s obligations under Section 8.1 will not apply if the claim results from: (a) use of the Cloud Service in conjunction with any product or service not provided by SAP; (b) use of the Cloud Service provided for no fee; (c) any use of the Cloud Service not permitted under the Agreement. 8.1.3. If a third party makes a claim or in SAP’s reasonable opinion is likely to make such a claim, SAP may at its sole option and expense: (a) procure for Customer the right to continue using the Cloud Service under the terms of the Agreement ; or (b) replace or modify the Cloud Service to be non-infringing without a material decrease in functionality. If these options are not reasonably available, SAP may terminate Customer’s subscription to the affected Clou d Service upon written notice. 8.1.4. SAP expressly reserves the right to cease such defense of any claim(s) if the applicable Cloud Service is no longer alleged to infringe or misappropriate the third party’s rights. 8.2. Customer Responsibilities Customer shall be responsible for (i) any use of the Cloud Service in violation of any applicable law or regulation; or (ii) an allegation that the Customer Data or Customer’s use of the Cloud Service in violation of this Agreement violates, infringes or misappropriates the rights of a third party. The foregoing shall apply regardless of whether such damage is caused by the conduct of Customer and/or its Authorized Users or by the conduct of a third party using Customer's access credentials. 8.3. Conditions The obligations under this Article 8 are conditioned on (a) the Customer timely notifying SAP in writing of any such claim, provided however that a party’s failure to provide or delay in providing such notice shall not relieve a party of its obligations under this Article 8 except to the extent such failure or delay prejudices the defense (b) the party who is obligated hereunder to defend a claim having the right to control the defense of such claim to the extent permitted by 28 U.S.C. §516; and (c) the party against whom a third party claim is brought reasonably cooperating in the defense of such claim. Any settlement of any claim shall not include a financial or specific performance obligation on or admission of liability by the party against whom the clai m is brought, provided however that SAP may settle any claim on a basis requiring SAP to substitute for the Cloud Service any alternative substantially equivalent non -infringing services. SAP will have the opportunity to intervene in any suit or claim filed against the Customer, at its own expense, through counsel of its own choosing. Neither party shall undertake any action in response to any infringement or misappropriation, or alleged infringement or misappropriation that is prejudicial to the other party’s rights. Nothing contained herein shall be construed in derogation of the U.S. Department of Justice’s right to defend any claim or action brought against the U.S., pursuant to its jurisdictional statute 28 U.S.C. §516. 8.4. Exclusive Remedy The provisions of Section 8 state the sole, exclusive, and entire liability of the parties, their Affiliates, Business Partners and subcontractors to the other party, and is the other party’s sole remedy, with respect to covered third party claims and to the infringement or misappropriation of third party intellectual property rights. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 94  Packet Pg. 432 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 8 of 11 9. LIMITATION OF LIABILITY 9.1. No Liability 9.1.1. SAP, its licensors or subcontractors will not be responsible or liable under the Agreement: (a) if a Cloud Service is not used in accordance with the Documentation; (b) if the defect or liability is caused by Reseller, Customer or any third party product or service; (c) if the Cloud Service is used in conjunction with any product or service not provided by SAP; (d) for any Customer activities not permitted under the Agreement; or (e) for any claims or damages arising from inherently dangerous use of any of the Cloud Services provided under or in connection with the Agreement. 9.2. No Cap on Liability Neither party’s liability is capped for damages resulting from: (a) the parties’ obligations under Sections 8.1.1 or 8.2 (excluding SAP’s obligation under Section 8.1.1 where the third party claim(s) relates to Cloud Services not developed by SAP); (b) death or bodily injury arising from either party’s gross negligence or willful misconduct; and/ or (c) Customer’s unauthorized use of any Cloud Service or any failure by Customer to pay Reseller any fees due for the Cloud Services. 9.3. Liability Cap Except as set forth in Section 9.1, the maximum aggregate liability of either party (or its respective Affiliates or SAP’s subcontractors) to the other or to any other person or entity for all events (or series of connected ev ents) arising in any twelve (12)-month period will not exceed the annual subscription fees paid by Customer to Reseller for the applicable Cloud Service associated with the damages for that twelve (12)-month period. Any “twelve (12)-month period” commences on the Subscription Term start date or any of its yearly anniversaries. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS SECTION SHALL BE DEEMED TO IMPAIR THE U.S. GOVERNMENT’S RIGHT TO RECOVER FOR FRAUD OR CRIMES ARISING OUT OF, OR RELATED TO, THIS AGREEMENT UNDER ANY FEDERAL FRAUD STATUTE, INCLUDING THE FALSE CLAIMS ACT, 31 U.S.C. §§ 3729-3733. 9.4. Exclusion of Damages In no case will: (a) either party (or its respective Affiliates or SAP’s subcontractors) be liable to the other party for any special, incidental, consequential, or indirect damages, loss of goodwill or business profits, work stoppage or for exemplary or punitive damages; and (b) SAP be liable for any damages caused by any Cloud Service provided for no fee. 9.5. Extension to group members Any limitations to the liability and obligations of SAP according to th is Section 9 will also apply for the benefit of SAP SE and any of its Affiliates and their respective licensors. 9.6. SAP will not be obliged to provide an indemnity or damages where Customer has been fully compensated or indemnified for the same loss or damage under its agreement with Reseller. 10. INTELLECTUAL PROPERTY RIGHTS 10.1. SAP Ownership 10.1.1. Except for any rights expressly granted to Customer under the Agreement, SAP, SAP SE, their Affiliates or licensors own all Intellectual Property Rights in and any derivative works of: (a) the Cloud Service; (b) SAP Materials; (c) Documentation; and Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 95  Packet Pg. 433 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 9 of 11 (d) any services, design contributions, related knowledge or processes, whether or not developed for Customer. Customer shall execute such documentation and take such other steps as is reasonably necessary to secure SAP’s or SAP SE’s title over such rights. 10.2. Acceptable Use Policy With respect to the Cloud Service, Customer will not: (a) copy, translate, disassemble, decompile, make derivative works, or reverse-engineer the Cloud Service or SAP Materials (or attempt any of the foregoing); (b) enter, store, or transfer any content or data on or via the Cloud Service that is unlawful or infringes any Intellectual Property Rights; (c) circumvent or endanger its operation or security of the Cloud Service; or (d) remove SAP’s copyright and authorship notices. 11. CONFIDENTIALITY 11.1. Use of Confidential Information 11.1.1. The receiving party shall: (a) maintain all Confidential Information of the disclosing party in strict confidence, taking steps to protect the disclosing party’s Confidential Information substantially similar to those steps that the receiving party takes to protect its own Confidential Information, which shall not be less than a reasonable standard of care; (b) not disclose or reveal any Confidential Information of the disclosing party to any person other than its Representatives whose access is necessary to enable it to exercise its rights or perform its rights or perform its obligations under the Agreement and who are under obligations of confidentiality substantially similar to those in Section 11; (c) not use or reproduce any Confidential Information of the disclosing party for any purpose outside the scope of the Agreement; and (d) retain any and all confidential, internal, or proprietary notices or legends which appear on the original and on any reproductions. 11.1.2. Customer shall not disclose any information about the Agreement, its terms and conditions, the pricing or any other related facts to any third party. 11.1.3. Confidential Information of either party disclosed prior to execution of the Agreement will be subject to Section 11. 11.2. Compelled Disclosure The receiving party may disclose the disclosing party's Confidential Information to the extent required by law, regulation, court order or regulatory agency; provided, that the receiving party required to make such a disclosure uses reasonable efforts to give the disclosing party reasonable prior notice of such required disclosure (to the extent legally permitted) and provides reasonable assistance in contesting the required disclosure, at the request and cost of the disclosing party. The receiving party an d its Representatives shall use commercially reasonable efforts to disclose only that portion of the Confidential Information which is legally requested to be disclosed and shall request that all Confidential Information that is so disclosed is accorded confidential treatment. Federal agencies are subject to the Freedom of Information Act, 5 U.S.C. § 552, which requires that information that does not fall under certain exceptions must be released when requested and, therefore, some information may be released despite being characterized as “confidential” by the disclosing party. 11.3. Exceptions The restrictions on use or disclosure of Confidential Information will not apply to any Confidential Information that: Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 96  Packet Pg. 434 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 10 of 11 (a) is independently developed by the receiving party wi thout reference to the disclosing party’s Confidential Information; (b) has become generally known or available to the public through no act or omission by the receiving party; (c) at the time of disclosure, was known to the receiving party free of confidentiality restrictions; (d) is lawfully acquired free of restriction by the receiving party from a third party having the right to furnish such Confidential Information; or (e) the disclosing party agrees in writing is free of confidentiality restrictions. 11.4. Destruction and Return of Confidential Information Upon the disclosing party's request, the receiving party shall promptly destroy or return the disclosing party's Confidential Information, including copies and reproductions of it. The obligation to destroy or return Confidential Information shall not apply: (a) if legal proceedings related to the Confidential Information prohibit its return or destruction, until the proceedings are settled or a final judgment is rendered; (b) to Confidential Information held in archive or back-up systems under general systems archiving or backup policies; or (c) to Confidential Information the receiving party is legally entitled or required to retain. 12. FEEDBACK Customer may at its sole discretion and option provide SAP with Feedback. In s uch instance, SAP, SAP SE and its Affiliates may in their sole discretion retain and freely use, incorporate or otherwise exploit such Feedback without restriction, compensation or attribution to the source of the Feedback . 13. MISCELLANEOUS 13.1. Severability If any provision of the Agreement is held to be wholly or in part invalid or unenforceable, the invalidity or unenforceability will not affect the other provisions of the Agreement. No Waiver A waiver of any breach of the Agreement is not deemed a waiver of any other breach. 13.2. Electronic Signature Electronic signatures that comply with applicable law are deemed original signatures. 13.3. Trade Compliance 13.3.1. SAP and Customer shall comply with Export Laws in the performance of this Agreement. SAP Confidential Information is subject to Export Laws. Customer, its Affiliates, and Authorized Users shall not directly or indirectly export, re-export, release, or transfer Confidential Information in violation of Export Laws. Customer is solely responsible for compliance with Export Laws related to Customer Data, including obtaining any required export authorizations for Customer Data. Customer shall not use the Cloud Service from Crimea/Sevastopol, Cuba, Iran, the People's Republic of Korea (North Korea), the so-called Luhansk Peoples Republic (LNR) and Donetsk Peoples Republic (DNR) or Syria. 13.3.2. Upon SAP’s request, Customer shall provide information and documents to support obtaining an export authorization. Upon written notice to Customer SAP may immediately terminate Customer’s subscription to the affected Cloud Service if: (a) the competent authority does not grant such export authorization within 18 months; or (b) Export Laws prohibit SAP from providing the Cloud Service to Customer. 13.4. Notices All notices will be in writing and given when delivered to the address set forth in a Cloud Order Form. Notices from SAP to Customer may be in the form of an electronic notice to Customer’s authorized representative or administrator. SAP may provide notice of modifications to the Cloud Service under Section 3.4.2 via Documentation, release notes or publication. System notifications and information from SAP relating to the Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 97  Packet Pg. 435 of 436  General Terms and Conditions for SAP Cloud Services (for GSA indirect sales) enNA.v.6-2023 Page 11 of 11 operation, hosting or support of the Cloud Service can also be provided within the Cloud Service, or made available via the SAP Support Portal. 13.5. Assignment Customer may not, without SAP’s prior written consent, assign, delegate, pledge or otherwise transfer this Agreement, or any of its rights or obligations under this Agreement, or any SAP materials or SAP Confidential Information, to any party, whether voluntarily or by operation of law, including by way of sale of assets, merger or consolidation. Assignment by SAP is subject to FAR 52.232 -23 “Assignment of Claims” (May 2014) and FAR subpart 42.12 “Novation and Change-of-Name Agreements.” 13.6. Subcontracting SAP may subcontract parts of the Cloud Service to third parties. SAP is responsible for breaches of the Agreement caused by its subcontractors. 13.7. Relationship of the Parties The parties are independent contractors, and no partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties is created by the Agreement. 13.8. Force Majeure In accordance with GSAR 552.212-4(f), Any delay in performance (other than for the payment of amounts due) caused by conditions beyond the reasonable control of the performing party is not a breach of the Agreement. The time for performance will be extended for a period equal to the duration of the conditions p reventing performance. 13.9. Governing Law This Agreement and any claims arising out of or relating to this Agreement and its subject matter shall be governed by and construed under United States Federal law. Venue and statute of limitations shall be established by applicable Federal law. The United Nations Convention on Contracts for the International Sale of Goods and any conflicts of law principles and the Uniform Computer Information Transactions Act (where enacted) will not apply to the Agreement. 13.10. Waiver of Right to Jury Trial Each party waives any right it may have to a jury trial for any claim or cause of action arising out of or in relation to the Agreement. 13.11. Entire Agreement The Agreement constitutes the complete and exclusive statement of the agreement between SAP and Customer in connection with the parties’ business relationship related to the subject matter of the Agreement. All previous representations, discussions, and writings (including any confidentiality agreements) are merged in and superseded by the Agreement and the parties disclaim any reliance on them. The Agreement may be modified solely in writing signed by both parties, except as permitted under Section 3.4. This Agreement, however, shall not take precedence over any specific, negotiated terms contained in a Cloud Order Form. Terms and conditions of any Customer-issued purchase order shall have no force and effect, even if SAP accepts or does not otherwise reject the purchase order. Item AA1 Attachment A - Purchase Order with Carahsoft - C26195416 for S4 HANA        Item AA1: Staff Report Pg. 98  Packet Pg. 436 of 436